In the Magic Kingdom, a Truce

speck76

Well-Known Member
Original Poster
Roy Disney and Stanley Gold applaud the board for looking to replace CEO Eisner, but they insist that it happen sooner rather than later

The showdown at Disney (DIS ) may not happen after all. Dissident former board members Stanley Gold and Roy Disney said on Sept. 28 that they support the board's accelerated search for a new CEO, making it unlikely the duo will wage a proxy fight at the next annual meeting.

Gold and Disney will be watching carefully for the board to implement its plan to find a successor to CEO Michael Eisner by June, 2005, they warned in a press release. In what sources close to Disney and Gold say amounts to a victory statement, the pair hailed the board for "precisely the kind of leadership and independence which we and the vast number of shareholders who share our concerns had been requesting."

FRESH FACES.
Unclear is whether the pair might still decide to run five or six of their own candidates at the annual meeting, expected in February. Under Disney's bylaws, they would need to announce a slate by early December to get their candidates on the ballot. After hints that they have interviewed candidates for the 11-person board, their Sept. 28 statement didn't address that issue. However, it did encourage the board to add as many as two members before conducting the CEO search.

Gold and Roy Disney appeared to give their endorsement to two names being circulated: longtime Hollywood executive Haim Saban and former SEC Chairman Richard Breeden. "We think that each of these individuals, although not our candidates, would be excellent additions...and give all shareholders a sense that the board is listening to its owners," they said.

The board, which met last week, moved more quickly than Eisner had anticipated when he announced his intention to retire in September, 2006, at the end of his current contract. The board last week said it would hire a search firm and set a timetable to complete its CEO search by June, 2005. It also promised to cast a net for candidates outside the company.

Eisner's choice, Robert Iger, would be considered, the board said, praising the current president and chief operating officer's performance. Gold and Disney didn't address Iger's candidacy in their statement, but they are known to want someone other than the longtime Disney and ABC executive. Neither Gold nor Disney was immediately available for comment.

TOUGH TALK. The two former directors did include a veiled threat to take action if the board doesn't carry out its plan. "We are willing to take Chairman George Mitchell at his word that Mr. Eisner will step down," they said in their statement. "Since all shareholders will be watching the board's actions on this matter, we encourage Chairman Mitchell to communicate frequently, and in some detail, regarding the status of the search."

Sources close to Gold and Roy Disney indicated that if the board appears to be dragging its feet in hiring a search firm, or on any other aspect of its search, they would reconsider their plan to elect their own board members.

Gold and Disney helped rally opposition to Eisner at the last Disney annual meeting, where shareholders holding 45% of the stock withheld their support for Eisner's reelection. The board stripped Eisner of his chairmanship but endorsed his management of the company. Disney had no immediate comment.
 

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