This article was first published on Activist Insight Online on February 16, 2022. For more information about the product, click here.
Activist investor Sachem Head Capital Management has launched a campaign to take control of U.S. Foods Holding’s 10-person board.
According to a securities filing, Sachem Head nominated a seven-strong slate that includes its own Managing Partner Scott Ferguson. The activist, an 8.7% shareholder, believes the company should do more to catch up with peers.
“We believe that turnover in key leadership positions on the company’s operations team has hampered management’s ability to make material improvements in operational efficiency,” the activist wrote in a letter to investors. It noted that since its initial public offering in 2016, the company has had four different Chief Supply Chain Officers, including during the COVID-19 pandemic.
In 2018, the activist said U.S. Foods’ stock could be worth $45 per share by 2020, if the company took a similarly aggressive approach to increase profits that Trian Partners target Sysco had in 2015.
Sachem Head still believes that. In the letter, the activist argued that bringing U.S. Foods’ margins in line with Sysco could prompt a doubling of the food distributor’s share price.
Shares in U.S. Foods closed up 4.4% Tuesday at $38.89 apiece. The company, one of the largest food distributors in the U.S, is yet to recover the share price losses inflicted by the coronavirus selloff two years ago.
The dissident slate also includes former Kraft Heinz CEO Bernardo Hees and individuals with supply chain and food industry expertise.
The two sides have held several talks since the activist entered the share register in 2018, with the company recently offering the activist two board seats, including one for Ferguson, as part of a potential settlement, U.S. Foods said in a Tuesday statement.
The talks fell apart due to Sachem Head’s persistence in having Hees appointed executive chairman, the company said. U.S. Foods refused to accept Hees on the board after identifying “significant concerns regarding his leadership roles at previous companies,” including a 2019 investigation in Brazil involving him and his departure from Kraft Heinz the same year after a $15.4 billion impairment charge.
The food distributor also pointed to several achievements, including a rise in margins in the four years leading up to the COVID-19 pandemic and a $180 million reduction in overhead costs in response to the health crisis.
Last week, U.S. Foods announced the separation of its two top roles, with CEO Pietro Satriano stepping down as chairman and replaced by director Robert Dutkowsky.
Private equity firm KKR is a top shareholder in U.S. Foods, holding a management-friendly stake of about 10%, the result of a $500 million investment last year.