PepsiCo Investor Mulls Proxy Fight as He Seeks Breakup

PepsiCo Inc. investor Nelson Peltz, who has lobbied to split the company’s snack business from its North American beverages unit, said he might embark on a proxy contest for control of the board.

“There will be action,” the billionaire said yesterday at the CNBC Institutional Investor Delivering Alpha Conference in New York, without specifying what form it would take. In response to a question, he said a proxy fight was one possibility.

PepsiCo Chief Executive Officer Indra Nooyi and the company’s board have stood firm against pressure from Peltz, who says that splitting up PepsiCo would help cut costs, allow for more focused marketing and spur growth. Nooyi has responded with a pledge to improve performance and reduce expenses by $5 billion over five years starting in 2015, extending a plan already under way.

Peltz said yesterday that he hasn’t talked with Nooyi since February. His firm, Trian Fund Management LP, has spoken with about 100 top PepsiCo investors, though, and some are coming around to his way of thinking, he said.

“Shareholders are starting to agree with what we say this company should do,” Peltz said.

PepsiCo, based in Purchase, New York, declined to comment.

The company’s shares rose 0.2 percent to $90.50 yesterday in New York. The stock has climbed 9.1 percent this year, a run-up Peltz attributed more to his activism than financial results.

Seeing Wisdom

“The stock is not moving because of earnings,” Peltz said. “The stock is moving because people -- shareholders -- see the wisdom of what we’re saying.”

While speaking at the conference, Peltz also criticized the performance of Family Dollar Stores Inc., another of his investments. Trian made an unsolicited bid in 2011 in an unsuccessful attempt to attract other suitors to the discount retailer.

Now the New York-based firm is watching as fellow activist investor Carl Icahn seeks ways to boost shareholder returns at the discount chain. Peltz said he’s not satisfied with Family Dollar and supports Icahn’s efforts to make changes.

Trian also disclosed a 2.5 percent stake in Bank of New York Mellon Corp. last month.

It’s now “having what I hope to be constructive conversations with the board, and I hope they will adopt our point of view,” Peltz said yesterday. He declined to elaborate on any proposals made privately to the bank.

DuPont Co., where Trian took an active stake last year, is a complex company that still needs simplifying, Peltz said. He is continuing talks with DuPont, and will know before the end of summer whether those are “constructive or not.”

Icahn made his own appearance at the conference, where he took the stage with former nemesis Bill Ackman. The two have sparred over Herbalife Ltd., which Ackman has accused of being a pyramid scheme. Icahn is the company’s largest investor and said yesterday that he hasn’t sold one share of Herbalife.

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