- Activist investor Nelson Peltz is seeking a board seat at Procter & Gamble after the company rejected his request for one after months of meetings.
- Procter & Gamble has a market value of $222.8 billion, according to FactSet, making it the largest company to face a proxy fight.
- Trian Fund Management has $12.7 billion in assets under management, according to a regulatory filing.
A billionaire investor known for forcing company boards to revamp their businesses has thrown down the gauntlet at Procter & Gamble.
Nelson Peltz's $12.7 billion hedge fund, Trian Partners, is seeking to elect Peltz to P&G's board of directors, according to a regulatory filing released Monday. The filing came after the company rejected his request to be added to the board.
"When you have that many brands, they tend to start to get commoditized. They start to lose market share," Peltz said on CNBC's "Squawk on the Street." "P&G because of its suffocating bureaucracy, because of its matrix organization … it is structured improperly."
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"We have a track record at Trian in the spaces that we operate in, especially in the consumer space," Peltz added.
Procter & Gamble, whose share price was flat Monday following the filing, has a market value of $222.8 billion, according to FactSet. Trian Fund Management owns approximately $3.3 billion worth of P&G shares, according to the filing. The consumer packaged goods company's brands include Tide detergent, Gillette razors and Pampers diapers.
The battle for the board seat will be put to P&G's shareholders for a vote. P&G is the largest U.S. company to be the target of such a campaign.
The company has been struggling to increase sales at the same time it is restructuring. In the filing, Trian said: "As one of P&G's largest shareholders, and given P&G's disappointing results over the past decade, Trian has a keen interest in helping the Company address the challenges it is facing."
"P&G's challenges stem in large part from its organizational structure and culture, which can be highly resistant to change," the firm added. "Trian believes the job of a highly engaged shareowner in the boardroom is to foster a true sense of ownership among directors and inspire the board to take decisive and timely action to create sustainable, long-term value for both the company and its shareholders."
Trian noted that it has had "numerous constructive meetings and discussions" with P&G in the previous four months.
Procter & Gamble's stock has underperformed the market. Its shares are up 3.6 percent this year through Friday versus the 9.9 percent rise. In the past 12 months, the stock is up 1.3 percent compared with the market's 13.8 percent return.
"As a member of the Board, it would be my goal to help improve performance by increasing sales and profits and regaining lost market share. I also believe the Board must address the company's structure and culture. I can add far more value operating within the P&G boardroom than by merely looking in from the outside," Peltz wrote in the preliminary proxy statement. "Trian still hopes to avoid the distraction of a proxy contest for the sake of all constituencies."
The hedge fund firm also emphasized it is not recommending a company breakup or a CEO change at Procter & Gamble.
Citing a source close to the matter, CNBC's Sara Eisen reported in June that Peltz filed a notice for a board seat at Proctor & Gamble.
P&G isn't the only large Trian holding going through turmoil. The firm owns nearly $2 billion in General Electric, which announced last month that Chairman and CEO Jeff Immelt will step down and be replaced by company veteran John Flannery.
Procter & Gamble released the following statement when asked for comment on Trian's filing:
"P&G has maintained an active and constructive dialogue with Trian since it made its investment in the Company. P&G's Board and management team are keenly focused on executing the Company's strategy to drive innovation, accelerate organic sales and volume growth, improve productivity and cost structure, and strengthen P&G's organization and culture. The Board is confident that the changes being made are producing results, and expresses complete support for the Company's strategy, plans, and management."
On CNBC Monday, Peltz blamed P&G for allowing online shave club rivals to gobble up Gillette's razor market share. Former Gillette employees, according to Peltz, said P&G should have come up with a strategy to beat Dollar Shave Club and Harry's.