U.S. Activist Targets Nestlé -- WSJ

Loeb's Third Point fund takes $3.5 billion stake, calls for changes to boost share price

This article is being republished as part of our daily reproduction of WSJ.com articles that also appeared in the US print edition of The Wall Street Journal (June 26, 2017).

Billionaire activist investor Daniel Loeb's Third Point LLC hedge fund has taken its largest-ever initial bet on a public company, with a $3.5 billion stake in Nestlé SA, piling pressure on the world's largest packaged-foods company to find ways to accelerate growth.

The stake amounts to about 1.25% of Nestlé's shares. That's a small investment for the European giant. But it's an unusually big bet for a U.S. activist fund in Europe, where American investors' sometimes aggressive approach has had mixed success.

Nestlé didn't respond to requests for comment.

Third Point outlined an array of changes it believes the consumer-goods giant could make, including improving margins, innovating in its core business and selling noncore assets and its 23% stake in French cosmetics company L'Oréal SA.

"It is rare to find a business of Nestlé's quality with so many avenues for improvement," Third Point said in a letter to investors on Sunday night.

"Despite having arguably the best positioned portfolio in the consumer packaged goods industry, Nestlé shares have significantly underperformed most of their U.S. and European consumer staples peers on a three year, five year, and ten year total shareholder return basis," it said.

Third Point said Nestlé has "fallen behind over the past decade," and that while competitors have adapted to changes in how people shop and to more competition from small, local brands, "Nestlé has remained stuck in its old ways."

The stake is Third Point's largest initial bet in its more than 20-year history and ranks among the largest in activism history as well.

Mr. Loeb played a big role in shaking up Yahoo Inc. as an activist shareholder and board member some years ago. He is also known for fiery-worded letters to executives and fights at companies like Sotheby's, though in recent years he has tamed his public image and looked to work more quietly with companies. A recent call to split up conglomerate Honeywell International Inc., for instance, found a somewhat open ear at the company, which has said it is already entertaining his idea even if it hasn't committed to a plan.

Mr. Loeb has been among the few U.S.-based activists to venture abroad for some of his biggest investments, where rules of the game are different and there's less of a track record of shareholder support for more aggressive campaigns. Activist investor Elliott Management Corp., for instance, was unsuccessful in its recent efforts to coerce Akzo Nobel NV, in which it has shares, into unwanted sale talks with PPG Industries Inc.

Nestlé in February said it was dropping a long-running sales-growth target after missing that goal for the fourth straight year. The company's new chief executive, Mark Schneider, a health-care veteran, recently said Nestlé would look to sell its U.S. confectionery business, which lags behind rivals Hershey Co., Mars Inc. and Chocoladefabriken Lindt & Spruengli AG.

Nestlé has also faced calls to consider selling its frozen-food arm, which includes brands like Lean Cuisine and Stouffer's, another business that has struggled as consumers increasingly look to fresh options.

Mr. Schneider has been working to better understand changing consumer behavior and raise Nestlé's exposure to higher-growth channels. Last week the company disclosed a stake in subscription-meals delivery firm Freshly -- which sells healthy, prepared meals to U.S. consumers -- saying it would benefit from its analytics and distribution.

Third Point said Nestlé's stagnant per-share earnings over the past five years have translated to slowing dividend growth.

"Without addressing the company's stalled earnings, further dividend increases will be unsustainable at historical rates," said the firm. "While Nestlé has stood still, its peers have pursued productivity increases aggressively and made other changes in order to deliver earnings growth and create shareholder value in a slower sales growth world."

Nestlé isn't the only consumer-goods company to struggle with slowing growth. Rivals including Unilever PLC, Danone SA and Reckitt Benckiser Group PLC have all grappled with weaker global growth -- particularly in emerging markets -- volatile currencies, changing consumer tastes and a difficulty raising prices in an environment of low inflation or even falling prices, known as deflation.

Other consumer-goods companies like Unilever, Diageo PLC and Kraft Heinz Co. have taken a hard line on cost by adopting so-called zero based budgeting, whereby expenses have to be justified from scratch every year. But Nestlé has criticized the cost-cutting approach pioneered by Brazilian investment firm 3G Capital Partners LP, with Mr. Schneider on Thursday saying at a conference "we don't believe in that model." The company follows its own cost-cutting program, while simultaneously investing in what it says are high-growth areas of its business such as petfood and coffee.

Mr. Loeb said he thinks Nestlé can improve its margins by as much as four percentage points over the next several years and that the company should adopt a formal margin target of 18%-20% by 2020. He added that the company should take on more debt to fund share buybacks and sell its stake in L'Oréal, which currently makes up 10% of Nestlé's market capitalization with a value of over $25 billion, allowing shareholders to choose whether they want to invest just in Nestlé or also in L'Oréal.

Mr. Loeb drew comparisons with Third Point's 2015 investment in Baxter International Inc., which led the Deerfield, Ill.-based hospital-products maker to give his firm a seat on the board and a role in the hunt for the company's next chief executive.

He described Nestlé's condition as similar to Baxter's saying investors there had underestimated the potential possibilities with a new CEO focused on things like better capital allocation, portfolio optimization and margin improvement.

While Mr. Loeb has taken a forceful approach with other companies, he indicated he will be collaborative with Nestlé, saying he "intends to play a constructive role to encourage management to pursue change with a greater sense of urgency."

He praised Mr. Schneider, who earned a reputation while CEO of German medical supply company Fresenius SE, for driving strong growth. But he said Mr. Schneider would have to address what he called the "staid culture and tendency towards incrementalism that has typified the company's prior leadership and resulted in its long-term underperformance."

Nestlé's shares have climbed recently as investors have high hopes for Mr. Schneider. Fresenius shares rose 1,246% during his CEO tenure. He is credited with boosting revenue at the German firm through geographic expansion and a number of big acquisitions.

Third Point is working alongside Jan Bennink, the former CEO of Royal Numico NV, to help formulate its plan for Nestlé, saying Mr. Bennink's move to cut costs and sell noncore assets while at the baby-food company had dramatically increased sales and expanded margins before it was sold to Danone. Mr. Bennink -- who has himself taken shares in Nestlé -- also previously worked as the executive chairman of Sara Lee Corp., overseeing its split into two companies.

--David Benoit in New York contributed to this article.

Write to Saabira Chaudhuri at saabira.chaudhuri@wsj.com

(END) Dow Jones Newswires

June 26, 2017 02:47 ET (06:47 GMT)