Disney Is Under ATTACK

hello everybody I'm Chris Provost and you're  watching Provost park pass and today we're going   to talk about how some people perceive Disney  as being under attack we'll be getting all into   it I have to tell you exactly what happened what  brought up this video but before we get to that go   you go ahead and hit that subscribe button and hit  that little bell notification I we got a lot of   more fun videos coming out this video is going to  be really deep we're going get some really heavy   stuff here but I got some fun videos coming out  do some hotel reviews got some cool trivia Disney   videos some ways to save money when you going  planning to go on to vacation to Disney hit that   subscribe button all right so let me tell you what  happened yesterday uh Sunday I went to my mom's   stepdad's house and we're having a nice little  Sunday brunch eating waffles with raspberries   and all a sudden out of blue my mom's like what  is going on with Disney and she's like is Disney   under attack I'm hearing all these things I don't  understand it and I was like wait what are you   talking about she's like I hear about they you  know they're trying to get rid of Bob Iger or   they're bored and I'm like oh okay you're talking  about proxy fight and then my mom says this she's   like you need to go make a video and talk about  this cuz I don't understand it and I think there's   a lot of other people don't understand understand  it so you have to do that and so that's what I'm   doing when my mom tells me to do something I do it  so here's what I'm going to do I'm going to break   down this is a very complicated uh thing that's  going on with Disney right now on the board of   directors and so I'm going to do like kind of a  light dusting a high level overview of it if you   have more insight go ahead and put it down in  the comments below but there are some rules I   do ask this whenever I do videos like this people  seem to get mad at me personally they think that I   have control over this I'm just I'm just kind of  reporting I'm just a messenger I I I just that's   all I'm doing all right so I don't have opinion  one way or the other I'm just telling you what's   going on all right let's get started so in this  video we're going to break it kind of down first   I'm going to it's going to do a building block  approach I'm going teach you guys about what is   a board of directors and then I'm going to talk  about what is a proxy fight and then we'll talk   about the players and every morning you get on the  news more and more people are becoming involved   of what's Happening Here with uh with Disney first  we got to start off what is a board of directors a   board of directors is required by law if you are  a publicly traded company and being a publicly   traded company that means you have stocks on the  stock market that people can buy I can go out   and buy it you could go buy it for a company uh  like Coca-Cola you go buy stock that's a publicly   traded company now if a company is traded publicly  they have to have a board of directors and the   board of directors can have anywhere between uh  eight and 21 members sitting on the board um some   companies prefer odd numbers case there's like the  need to break a tie Disney Disney personally right   now has 12 board members and Disney has stated  that they feel that their board is most effective   when they have between nine and 12 board members  sitting on the board helping to make decisions   so this that's kind of what a board is and and  you might be asking yourself well is who's more   powerful the CEO or the board of directors the  board of directors is really more powerful so   I mean like we know Bob Chic he got fired by the  board Board of Directors for Disney they fired him   they got rid of him they have the capability to do  that now really what the board of directors does   is they sit there and manage they kind of give  guidance and advice to the CEO the CEO is the   one that's running the company ultimately they're  the ones that make the decisions on the company   and it the buck stops of the CEO if the if the  company's doing well the CEO gets a credit when   the company's not doing well CEO's got to own that  and um the board of directors has the capability   if they disagree with the CEO or they disagree  with the way direction that they're taking the   company they can get rid of the CEO it's kind  of like a checks and balances type of thing and   so that's the board of directors for um uh for uh  what a board of directors is and Disney they have   12 uh Board of 12 people sitting on their board  Now by law you can only have you have to have   more people on the board that do not work for the  company that then work for the company so Disney   at least has to have seven because they have 12  board members seven of them cannot work for Disney   they have to be outside of Disney uh and that's  just part of the laws because you can't have just   all internal people because then it gets kind of  skewed you need people outside kind of looking   at it from a clear objective saying okay this is  what's going on we need to be doing these things   and they kind of help come up with the with the U  what the company should be doing for the next year   they come up with their goals they they come up  with the compensation for like the SE Suite like   the executives and they come up with that they  can fire other Executives that's kind of really   what the board of directors does usually board of  directors they kind of recruit other CEOs or CFO   CEO stands for chief executive officer it's what  Bob Iger is or CFO Chief Financial Officer and   they usually kind of like look at other companies  and say hey come be our Board of director here   and uh they can get compensated for doing that and  so they they and they they can only there's rules   they can only be on so many boards like I think  like three or six a year or something like that   of different companies so if I'm actively working  at a company a CFO I could only be on three boards   outside of my company if I'm retired I'm retired  like CFO then I can be on six boards for that year   anyways Disney has their 12 board members so now  we've kind of talked a little bit about what it   is to be a what a board uh director a board of  directors is um it's a checks and balances for   the CEO now how do you get elected how do you get  invited to become on the board of directors this   is an important part of this story well they  usually will the other board members will say   we really want this guy here and they'll bring him  in and and uh kind of nominate him and then uh you   get a vote on him if you own stock you can vote  for that particular person and a lot of times it's   kind of a slam dunk the the board of directors  comes in and they're like we want this person   we want him or her to come in and they have enough  influence enough stock that they're going to vote   him and this kind of that person becomes part of  the board and so it's done through an election   this an election process to get a board I keep  this in mind it's kind of high level I know it   gets a little more complicated than that but it's  it's kind of it's It's kind of how this works so   now what is happening with Disney Disney is  having going through a thing called a proxy   fight and it's not a hostile takeover hostile  takeover and proxy fight are two different things   and I hear other YouTubers kind of talking about  situation they're like Disney's going through a   hostile takeover that's not correct a hostile  takeover is when you have a company here and   this company overtakes this company without this  permission like this is a larger company it's a   small company this company comes in and buys up  all the stocks so they have majority and they're   like all a they're like we're now your boss and a  lot of times companies will do that they'll just   disband this company because maybe it's maybe  they're maybe it's like a a competitor or they   want this and that's called the Hostile takeover  this company has no say in it they just got bought   out by a larger company and that's a hostile take  over that is not what is going on with Disney be   absolutely clear it's not a hostile takeover this  is called a proxy fight okay sometimes it's called   a proxy con contest and sometimes it's called a  proxy battle but what it is is if a person they   disagree with the with what's going on with the  company uh the board and they can say hey I need   to be on that board or we need to put somebody  else on the board and if you can get enough votes   enough shareholders to vote you in you can go in  and take over on and get uh be put in on the board   it's called a proxy contest or proxy battle and  that's what's that's what's happened to Disney   within the last year and is currently happening  again now so what we did is we introduced what is   the board of directors I introduced you to like  the concept of what is a proxy battle or proxy   contest and now we have to introduce you to the  players and every day there's new players and it   gets more and more complicated and I I'm just keep  in mind I am trying to be unbiased as possible I   don't I I'm not trying to side with one person  or the other because some of these people I'm   going talking about are very polarizing all right  so let's get into it let's get into the players   the first player we need to get into is is Nelson  pelts and it's p l TZ and Nelson is an interesting   guy um he was going to school he actually  dropped out of school and wanted to become a ski   instructor in Oregon his dad his grandpa had this  frozen food company his dad was running it his dad   told him hey come back work for us he became  like a truck driver for him delivering frozen   food he and his brother and his dad was is kind of  open-minded guy he told us the two sons like let's   see how far you can take this company and Nelson  was able to take this company he took it publicly   they sold it for like $150 million and and he  really grew the company really smart business   guy and eventually so uh uh sold the company  after a while the company started floundering   and they went back to him they're like we got all  this debt and he's like I fine I'll take it went   back and ended up erasing all the debt within one  year was a really really business-minded guy right   and he ended up starting a thing called train uh  train fund management and and and just go back   on on Nelson he's been part of like Wendy's and  like Pepsi and all these things and train fund   management is an interesting company and what it  is is it's these companies they look around on   Wall Street they're like this company is behaving  weird we don't like the way what they're doing and   so they'll kind of forcibly through proxy get a  get somebody from train on that board and help   them to correct course correct for that company  and they did it for like Wendy's Pepsi uh let's   see let me look at it uh Dupont family Family  Dollar Proctor and Gamble craft food cadberry   a hindes um these are companies that they gone in  and they did this proxy thing and they've helped   course correct these companies that's what Nelson  uh pelts kind of does that's that's what he does   and he's very good at it well what happened Bob  chapek you remember Bob chapek he got fired right   Bob chapek got fired by the board of directors  and but then Bob Iger was put back in and this   was in November of last year well he was put back  in and what happened is then in January of this   year January 2023 January 11th to be specific uh  Pelt he actually announced hey I'm going to try to   do this P proxy fight and I want to have a board I  want to have a chair on the board of directors for   Disney and he labeled his whole campaign called  restore the magic and what he did he literally   did a PowerPoint presentation and he says these  are the things that he was very concerned about   he said Disney needs to cut costs uh he says  they need to bring back its dividends because   they Disney took away their stock dividends and  he'll talk about that in a moment and it says that   it needs to get their cash flow back on track  and that Disney was over earning at its theme   parks and gouging guest and not investing enough  and that was his big thing okay and he he says   we got to restore the magic those are his points  and what ended up happening on January 7th Disney   opposed this election saying and they did this in  the uh direct all capital letters they filed this   to the SEC it says pelts does not understand  Disney's business and lacks the skill and   experience to assist the board and so they ended  up um they they they filed a motion with the SEC   that's a sec security exchange uh um commission  they oversee like Wall Street and they said hey   this guy he's trying to come and do a proxy Friday  but he is's literally not it wouldn't be a good   fit for us now here's a little side note this is  just a little side note right I think this is very   inter so Disney's like this guy doesn't understand  anything but in the last year what did Disney do   they literally did everything that pelts said they  should do right they um they they cut their 7.5   billion in cost they did lay off some employees  they laid off like thousands of employees they   brought back their dividend on stocks we'll talk  about that in a moment and they trying to free up   cash flow and then they said they're going to be  investing more money $60 billion in Parks almost   everything that that P said that Disney should do  what Disney did in last year so I think that just   that's interesting to me I don't I'm not weighing  on that one way or the other now what is a is a   Disney stock a dividend on a stock when you buy  a stock um some companies offer dividends some   offer cash dividends some offer stock dividends  and what it is is basically it's rewarding you   for holding that stock and not selling it if you  hold that stock for like a year then all sudden   like maybe they'll give you like a 5% dividend  so if you have like a 100 shares they'll give   you five new shares at the end of the year say  congratulations here's five more shares for you   some companies like to do that other companies  are worried about diluting keeping heavy more   stocks so instead of what they'll do instead  of giving you stocks five new stocks they'll   give you 5% of what it was worth and say Here's  here's some money and you can reinvest that into   buying more stocks if you want to so Disney used  to have dividends but when uh covid hit they got   rid of all their dividends of stocks and they  were keeping that they were keeping all that   for themselves to help them and then uh Pelt says  you got to bring back the dividends and they did   they just recently brought back the dividends  so I think that's interesting anyways um and   February 9th of this year uh pelts drops his his  uh his his proxy fight okay I'm not going to do it   and that's it then on October 8th of this year  pelts came back and he actually went to Disney   and asked he's like hey I need I do need a seat on  the board I'm concerned we had the change hasn't   happened fast enough what's going on I need a seat  on the board well disy um came back and like no   that's not going to happen so on November 30th  of this year just about what two weeks ago pelts   announced that he's going to do another proxy  fight again and this time he's not just asking   for one seat he's asking for up to three seats on  the board and it's different so now we now we know   who Nelson uh pelts is so that's the one player  now we got to start introducing new players and   this game is going to keep evolving and changing  and changing and changing as we go along we need   to introduce to you Isaac pearlmutter okay and  he's known as Ike I'm going to call him Ike and   and this guy is really really interesting right  this guy um PE mutter was the uh chairman of   Marvel he was the one that made when Marvel was  sold to Disney was part of this whole thing now   he and Bob Iger apparently don't get along very  well and he even and and Ike even has a hard time   sometimes with Kevin feige and um this last year  he was terminated they let him go it kind of like   they just let him go was kind unceremoniously  they just let him go he was gone and let go um   I was let go now this is important because he  has a lot of shares in Disney like a lot a lot   of shares in Disney so he was Leto and guess what  uh Isaac Ike and uh Nelson um they're friends and   Ike went to Nelson said you know what I'm going to  give you he had 30 million voting shares these are   way you could vote on who you want to be in the  board he's like I will give you these 30 million   shares not like he doesn't get like cash him  in but I'll give you my voting privileges on   my shares so 30 million votes is going to go to uh  to Nelson pelts okay and he says go get a board go   get a seat on the board and so he literally gave  all these shares which makes a huge because uh uh   Nelsa pel had a lot of shares but now a sudden he  has his massive infusion of voting power and so   now he's demanding three seats now now there is  some controversy to this cuz um some people are   saying well you know you can't have this this  uh you can't have this uh uh I pearlet because   he's got a vendetta against Bob Iger and pearl is  like no no no I I don't I don't but you he kind   of does a little bit they they don't see eye eye  they they don't see and so and I'm I'm going to   say I'm going to read you some quotes that um Ike  promot says okay these are direct quotes he just   said the last couple weeks as someone with with  a large economic interest in Disney success I   can no longer watch the business underachieve its  great potential all they talk about all they so uh   all they talk about is box office box office  box office um it was reported that he's lost   confidence in CEO Bob byer's ability to write  the ship at Disney I care about the bottom line   I don't care about how big the box office is only  people in Hollywood care about the box office so   this is uh Pearl mutters talking about how he's  lost confidence in Bob Iger and he's like saying   all they talk about is box office box office they  don't talk about you know the quality anymore and   he was very concerned about this so he gave these  shares um gave these shares these voting shares to   Nelson pelts so that he can actually have more of  a chance of of Swing the vote so that he can get   elected onto the board uh so that's a new player  right we got uh we got Ike pearlmutter now before   I introduce the next player again some of these  people are very polarizing and just be aware I'm   just telling you what's going on I have I'm not  choosing sides so don't attack me people I don't   know why they do that they just do that and also  just kind of be aware that this this next little   this next little section this is more this is  more grownup type talk just be aware for this   isn't really for little ones okay Elon Musk he  gets introduced into this whole situation as   well so Elon Musk is for those of you who don't  know I mean every I think most people know who Le   yon musk is he's he's a disruptor right he he's  a outside the box thinker he does Tesla SpaceX   and X which is now was Twitter which is now X  and he um seems to now taken Bob Iger and put   him squarely in his crosshairs obviously does not  like him and they are he's really upset and and   Elon Musk is very public and this could not come  as a worst time for Bob Iger Bob Iger is now is   trying to fend off a proxy fight for his board  now keep in mind that doesn't mean that Bob Iger   is going to get fired if if Nelson BS gets on the  board doesn't mean they're going to fire Bob Iger   but Nelson is going to have a lot of influence on  what the company does by being on there so so Bob   Iger is trying to fend off that and then all of a  sudden Elon Musk comes on the stage and this is a   big deal because Elon Musk is very public and what  it's really doing it's kind of eroding some of the   credibility that Bob Iger has so it's probably  the last thing Bob Iger wants so what happened   is and I'm going to kind of need some of these  things here just keep in mind I'm going to kind   of uh Elon Musk just he just you know he's he just  speaks from the cuff speaks right off the heart so   some of the things he says are just I can't really  I don't want to I don't repeat them directly so um   here's what happened is Elon Musk apparently  what happened is that Disney Apple Coca-Cola   Warner Brothers and Comcast they have suspended  their advertising on X um after musk shared a   post which came across to many as anti-Semitic all  right and uh when they when they asked him about   when they asked Elon Musk about this they're like  hey you know they've no longer going to advertise   on X how do you feel about this and then he said  this vocally he says if somebody's going to try   to Blackmail me with advertising blackmail me with  money go bleep yourself go bleep yourself is that   clear I hope it is and then he said this he says  um hey Bob if you're in the audience that's how I   feel now who who's Bob he's got to be talking to  Bob Iger right there because we're talking about   Disney Pauling their advertisers right there and  then it shows that um Elon Musk is he's just he's   not letting it go he came out and says that uh um  DIY says that Bob Iger should be fired immediately   right then this happens the state of New Mexico  okay New Mexico the state of New Mexico one of the   50 states is they're suing Mark uh meta and Mark  Zuckerberg okay for alleged child abuse content on   their sites and um and on Facebook and Instagram  they have things that are not appropriate and it's   causing some abuse in children and trafficking  and the state of New Mexico is actually filing   a lawsuit about this and saying hey you got to  you got to protect the children well musk then   says uh this it's crazy that Disney has to  be sued to stop this terrible behavior and   I don't know what that that's a weird I don't  know what he said that but then he says this um why no Advertiser boycott Bob Iger are you  endorsing this type of material then he says   Bob Iger thinks it's cool to advertise next  to child exploitation material real standup   guy so what Eli musk is doing there let me just  be clear what's going on Disney says they're not   going to advertise X anymore because of things  that Elon Musk says but then the state of New   Mexico is suing like meta Mark zuberg Instagram  Facebook because they have some things in there   that are not good for children and he says  oh yeah but oh Disney's still still doing   this they're still advertising there they have no  problem advertising there and so he's just kind of   calling him out that's what he's saying there and  it's and this is it's this is just what Bob Iger   does not want right now he now he's gonna have  he doesn't Bob Iger typically doesn't like to get   Meed down in these things and usually just kind of  goes off of it but Elon Musk he's a power player   right he's he's one of those guys that has enough  influence that when says something people kind of   take notice to that but now we got to introduce  more players we got to introduce this guy named   Bill Amman Bill Amman is a billionaire hedge fund  manager and he's a founder and chief uh officer of   parishing square Capital Management and Bill akand  um said this if Bob Iger would carefully examine   the facts he would likely continue to advertise  on X but Disney caves to public pressure rather   than do the right thing meanwhile Disney invests  heavily in Tik Tok lightly alongside videos of   kids teaching other teenagers to be anorexic  or worse so this guy comes in Bill arrian and   he's he takes a shot at it he's like this is  what's going on now we have to introduce you   to another person Jason an anabe and he's the  chief investment officer of Blackwells capital   and he ends up saying he's actually on going he  swings the opposite direction of Bill and he says   this he like says mindless drum beating activism  is not the right strategy for shareholders and   um and then he says Disney's board is acting the  best interest of all its shareholders and should   be allowed time to focus on driving value at one  of America's most iconic companies without this   uh Fus Sideshow so people it's getting all over  the place and and what's happening is in media   people are talking about this what does this all  mean let me break it down very simply here we go   Board of Directors for Disney has 12 members  12 people sit on the board Nelson pelts wants   he wants to sit at the board he doesn't feel that  Disney is doing the best job and he feels that he   should be on the board he has a person Ike pretter  he's given him voting shares that's giving him a   lot of power to get on there a lot of people you  might be hearing saying it's going a hostile take   over that's not crazy this is a proxy fight just  to get on to the board of directors and Nelson   wants to sit there that's what his company does  they get on these board directors and they help   course correct companies he feels that he should  be there now while all this is going on Bob Iger   is getting annihilated and attacked by Elon  Musk and these other people the other hedge   fund maners are all kind of piling on and other  people trying to defend him it's going on this   is kind of eroding a little bit of Bob iger's he  has this kind of Charisma GL low of what's going   on and count of his credibility is being taken  apart right now we're going to have to see at the   annual shareholders meeting there will be a vote  and if Nelson gets enough people to vote for him   he will have a seat on the board that is what  is going on right now in just simple as terms   there's one man who's trying to sit at the board  of Disney and he's not been invited to sit on the   board he's trying to force his way onto the board  through votes by by votes and that's what's going   on it's called a proxy fight or proxy battle I  hope that makes sense of what's going on my mom   was super confused by this and she's like I need  to know what's going on so I I hope that makes   sense to you it is a very complicated situation  and I think the Press love to talk about it they   love to spin it up now I would love to hear your  thoughts go ahead and put it down the comments   down below and keep in mind please be respectful  if somebody has a different point of view than you   that's okay there's nothing wrong with that  that's really actually healthy if everybody   always thought exactly the same that's not good  so we like it when people have different points   of you because we get kind of educate ourselves  but do be respectful to other people and and and   when you put down in comments I would like to hear  your thoughts there are people out there who have   experience and business and and Wall Street and  uh working on boards and tell me what you think   is going to happen here is is is uh is Nelson  is he just is it all Bluster is he just saying   this and then he's going to back away or is he  really trying to get on the board let me know   what you guys think in the comments down below all  right guys I'll talk to you later I hope that this   was uh somewhat uh educational for you guys hit  the Subscribe button talk to you later bye-bye

Channel: Provost Park Pass

Views: 66,700

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Id: zYz4O_y2JpM

Length: 24min 56sec (1496 seconds)

Published: Mon Dec 11 2023