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Published: Saturday, June 24, 2006

Investor, Heinz at odds over board nominations



Heinz says investor's plans would cripple the company.

PITTSBURGH (AP) — A group led by billionaire investor Nelson Peltz renewed a call Thursday for shareholders to elect its nominees to the board of H.J. Heinz Co. as part of efforts to drive up the food maker's profit.

The Trian Group, which comprises investment firms Trian Fund Management LP and Sandell Asset Management Group, has nominated five people to Heinz's 12-member board ahead of the company's Aug. 16 annual meeting.

Heinz, meanwhile, launched a fresh counterattack, repeating earlier charges that Peltz and his associates were motivated by self-interest and that their plans would cripple the company.

"Nothing could be further from the truth," the group said in a statement. "The Trian Group has no intention of either taking control of Heinz's Board of Directors or moving the company from Pittsburgh."

Trian again urged Heinz "to take long overdue action to improve results and drive shareholder value for the benefit of all Heinz shareholders," according to the statement, which coincided with a filing with regulators.

The group, the second-largest Heinz investor with holdings of about $750 million, or 5.5 percent, said it believes its interests are aligned with those of other shareholders.

Last month, Peltz and his partners submitted a strategic plan that outlined annual cost cuts of $575 million and a reduction in deals, allowances and other incentives to retailers by at least $300 million.

Heinz's plans

Heinz's directors rejected the plan before issuing its own prescription for growth, which also called for slashing costs, developing core businesses and raising more cash for shareholders.

The company said it expects to save $355 million over the next two years by reining in expenses through measures such as cutting 2,700 jobs and selling or divesting from 15 plants this fiscal year.

On Thursday, Trian said the Heinz plan "bears a significant resemblance" to the one unveiled by the group, and that its board nominees were committed to working in a minority role.

Trian has nominated Peltz, Peter W. May and Edward P. Garden, the three principals of Trian Fund Management, plus golfer Greg Norman and Michael F. Weinstein to the Heinz board.

It defended the nominees, saying each has an "an extensive, successful business background with vast financial knowledge and branding experience."

Heinz, best known for its namesake ketchup, said the candidates do not meet corporate governance standards of independence because each Trian nominee is a personal friend, employee or relative of Peltz.

Saturday, June 24, 2006

Heinz says investor's plans would cripple the company.

PITTSBURGH (AP) — A group led by billionaire investor Nelson Peltz renewed a call Thursday for shareholders to elect its nominees to the board of H.J. Heinz Co. as part of efforts to drive up the food maker's profit.

The Trian Group, which comprises investment firms Trian Fund Management LP and Sandell Asset Management Group, has nominated five people to Heinz's 12-member board ahead of the company's Aug. 16 annual meeting.

Heinz, meanwhile, launched a fresh counterattack, repeating earlier charges that Peltz and his associates were motivated by self-interest and that their plans would cripple the company.

"Nothing could be further from the truth," the group said in a statement. "The Trian Group has no intention of either taking control of Heinz's Board of Directors or moving the company from Pittsburgh."

Trian again urged Heinz "to take long overdue action to improve results and drive shareholder value for the benefit of all Heinz shareholders," according to the statement, which coincided with a filing with regulators.

The group, the second-largest Heinz investor with holdings of about $750 million, or 5.5 percent, said it believes its interests are aligned with those of other shareholders.

Last month, Peltz and his partners submitted a strategic plan that outlined annual cost cuts of $575 million and a reduction in deals, allowances and other incentives to retailers by at least $300 million.

Heinz's plans

Heinz's directors rejected the plan before issuing its own prescription for growth, which also called for slashing costs, developing core businesses and raising more cash for shareholders.

The company said it expects to save $355 million over the next two years by reining in expenses through measures such as cutting 2,700 jobs and selling or divesting from 15 plants this fiscal year.

On Thursday, Trian said the Heinz plan "bears a significant resemblance" to the one unveiled by the group, and that its board nominees were committed to working in a minority role.

Trian has nominated Peltz, Peter W. May and Edward P. Garden, the three principals of Trian Fund Management, plus golfer Greg Norman and Michael F. Weinstein to the Heinz board.

It defended the nominees, saying each has an "an extensive, successful business background with vast financial knowledge and branding experience."

Heinz, best known for its namesake ketchup, said the candidates do not meet corporate governance standards of independence because each Trian nominee is a personal friend, employee or relative of Peltz.

Saturday, June 24, 2006
A group led by billionaire investor Nelson Peltz renewed a call Thursday for shareholders to elect its nominees to the...






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