CAMDEN, N.J. — Keith R. McLoughlin, interim president and chief executive officer, in a letter dated Oct. 4 urged Campbell Soup Co. shareholders to vote for the company’s current board of directors. The action came in response to a letter sent to shareholders and dated Sept. 28 from Third Point L.L.C. urging them to vote for 12 new board members, including William D. Toler, former president and c.e.o. of Hostess Brands, Inc.
Shareholders of record at the close of business on Oct. 9 will be eligible to vote on the board at Campbell Soup Co.’s annual meeting Nov. 29. More details on Campbell Soup Co.’s current board may be found here. More details on the Third Point nominees may be found here.
Third Point, a New York-based investment firm that owns about 6% of Campbell Soup Co.’s stock, pointed out how the company’s stock has performed weakly over the past 20 years. As evidence Third Point cited an investment of $1 in Campbell Soup Co. in August 1998 would be worth $1.34 today, but if the $1 had been invested in the S&P 500, it would be worth $4.43 today.
The letter from Mr. McLoughlin detailed why he thinks Campbell Soup has the right board now. The board this year approved the acquisition of Snyder’s-Lance, Inc., which increased the company’s presence in the snack category, and in 2017 approved the acquisition of Pacific Foods of Oregon, which increased the company’s presence in the organic soup category. The board also initiated a search for a new permanent president and c.e.o. after Denise M. Morrison retired in May and appointed Luca Mignini to the new role of chief operating officer.
“The board combines the necessary skills -- including a strong mix of industry experience, operating expertise, long-term shareholder perspectives, financial acumen and global public company experience — needed to provide the proper oversight and strategic guidance on a variety of diverse consumer and business needs amid rapid changes in the food industry,” Mr. McLoughlin said in the letter.
Campbell Soup detailed plans to turn around the company on Aug. 30. The Camden-based company will focus on Campbell Snacks and Campbell Meals and Beverages while pursing the divestiture of its Campbell International and Campbell Fresh businesses. Campbell has set up a web site at www.campbellsstrategy.com that details its plans.
Third Point L.L.C. has set up a web site at www.refreshcampbells.com that details reasons why it believes Campbell Soup’s current leadership is incapable of turning around the company. In the Sept. 28 letter to shareholders, Third Point said Campbell Soup’s key brands are losing market share, leadership overpaid for transactions that increased the company’s debt and the company currently has no permanent c.e.o.
“Third Point has proposed a slate of directors who brings sophisticated and diverse expertise to set Campbell on a new path,” the letter said. “Through the representatives on the independent slate (Third Point’s board nominees), we own more than 8% of the company and we are aligned with you. The independent slate will manage Campbell to enhance long-term value and pursue optimal outcomes for all shareholders.”
Third Point’s nominees are Mr. Toler; Franci Blassberg, of counsel at Debevoise & Plimpton LLP; Matthew Cohen, managing director at Third Point; Sarah Hofstetter, president of ComScore, Inc.; Munib Islam, partner at Third Point; Lawrence C. Karlson, former chairman and c.e.o. of Berwind Financial Corp.; Bozoma Saint John, chief marketing officer of Endeavor Co.; Kurt T. Schmidt, former director and c.e.o. of Blue Buffalo Co.; Raymond Silcock, chief financial officer of International Nutrition & Wellness Holdings; David Silverman, founder and c.e.o. of CrossLead; Michael J. Silverstein, former operating executive at The Carlyle Group; and George Strawbridge, a private investor.
Current Campbell Soup Co. board members are Mr. McLoughlin; Fabiola R. Arredondo, managing partner of Siempre Holdings; Howard M. Averill, formerly executive vice-president and chief financial officer of Time Warner Inc.; Bennett Dorrance, managing director of DMB Associates and a descendent of Campbell Soup Co.’s founder; Maria Teresa (Tessa) Hilado, formerly executive vice-president and chief financial officer of Allergan plc; Randall W. Larrimore, formerly president and c.e.o. of United Stationers Inc.; Mark B. Lautenbach, president and c.e.o. of Pitney Bowes Inc.; Mary Alice Dorrance Malone, president of Iron Spring Farm horse breeding and performance centers, which she founded in 1976; Sara Mathew, formerly chairman of the board and c.e.o. of The Dun & Bradstreet Corp.; Nick Shreiber, former president and c.e.o. of Tetra Pak Group; Archbold D. van Beuren, vice-chairman of Brandywine Trust Group; and Les C. Vinney, non-executive chairman of the board for the Campbell Soup Co.