Third point continues Campbell, alleging misinformation



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Third Point LLC sued

Campbell Soup
Co.

and his board Thursday, alleging that the food manufacturer had released misleading and incomplete information in an effort to gain shareholder support in a fierce proxy struggle over control of the company.

Daniel Loeb's third point is to replace all 12 members of Campbell's board, but the battle is tough. Three descendants of the condensed soup maker, who collectively control about 37% of the company's shares and sit on its board, pledged last week to support Campbell. Third Point is allied with another descendant, George Strawbridge Jr., who alone has a stake of about 10%.

In its lawsuit filed Thursday in New Jersey Superior Court, Third Point seeks to prevent the company from holding a shareholder vote Nov. 29 without giving more information. The company alleges that Campbell did not disclose the facts or made erroneous statements regarding the qualifications of two descendants of the board, Bennett Dorrance and Mary Alice Malone.

Third Point's complaint also urges Campbell to provide more details on the strategic review it has just completed and the abrupt departure of former Executive Director Denise Morrison in May, among others.

A prosecution hearing is scheduled for Monday.

Prosecutions are not unusual tactics in controversial proxy battles. During Loeb's last visit, which began in 2013, his hedge fund went on in vain for an auction.

Sotheby's

remove its so-called poison pill, a legal defense designed to prevent militants from forming large positions. This dispute resulted in a settlement on the eve of the vote, with the company granting Mr. Loeb three seats on the board by expanding the size of his board; he had sought to replace three directors.

"We are vigorously challenging the lawsuit against Third Point," Campbell said in a statement.

Campbell's president, The Vinney, said Thursday in a statement that the dozen or so Third Point applicants, including two Third Point employees, Mr. Strawbridge and others with Campbell ties, are unqualified. to sit on the board and do not seem to have new ideas the company back on track.

Write to Cara Lombardo at [email protected]

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