WHEN: Today, Tuesday, November 7, 2017
WHERE: CNBC's "Squawk on the Street"
Following is the unofficial transcript of an EXCLUSIVE CNBC INTERVIEW with Founder and CEO of Pershing Square Capital Management Bill Ackman and CNBC's Leslie Picker on CNBC's "Squawk on the Street" (M-F 9AM-11AM) today, Tuesday, November 7th. Following is link to video on CNBC.com: https://www.cnbc.com/video/2017/11/07/bill-ackman-adp-is-misleading-people-on-vote-count.html.
All references must be sourced to CNBC.
DAVID FABER: JOINING US NOW WITH HIS RESPONSE IS MR. ACKMAN. HE'S OUTSIDE ADP's HEADQUARTERS. YOU CAN SEE HIM STANDING NEXT TO OUR OWN LESLIE PICKER. JIM CRAMER ALSO COMES BACK TO JOIN US FOR THE INTERVIEW FROM SAN FRANCISCO. AND LESLIE, YOU TAKE IT AWAY.
LESLIE PICKER: THANKS, DAVID. HI, BILL. THANKS FOR JOINING US. IN THE MEETING TODAY, ADP CEO CARLOS RODRIGUEZ CALLED THIS A, QUOTE, "ASS WHOOPING." HOW WOULD YOU CHARACTERIZE IT AND DO YOU THINK YOU NEED TO CHANGE YOUR STRATEGY WITH ACTIVIST TARGETS LIKE THIS ONE?
BILL ACKMAN: ACTUALLY PEOPLE SHOULD BE CAREFUL NOT TO RELY ON THE COMPANY'S CHARACTERIZATION OF THE VOTE, AND JUST A FEW THINGS I THINK ARE IMPORTANT. THE COMPANY SAID WE GOT 25% OF THE VOTE, BUT WHAT THEY WERE DOING IS THEY WERE COMPARING THE VOTES I RECEIVED TO A VOTE DIRECTOR THAT WE DIDN'T OPPOSE. THAT'S NOT THE RIGHT COMPARISON. THE PROPER COMPARISON IS HOW DID I DO COMPARED TO ERIC FAST, THE DIRECTOR THAT GOT THE LEAST NUMBER OF VOTES, THE DIRECTOR I WAS RUNNING AGAINST, IN AFFECT. SO I GOT 31% OF THE VOTE IF YOU LOOK AT THE 81 MILLION VOTES I RECEIVED VERSUS THE VOTES THAT HE RECEIVED. OF THE VOTES CAST, I RECEIVED 31%. INTERESTINGLY, MR. FAST GOT 62 MILLION VOTES WITHHELD AGAINST HIM. WHY DID HE GET 62 MILLION VOTES WITHHOLD AGAINST HIM? BECAUSE ISS, ONE OF THE MOST INFLUENTIAL PROXY ADVISORY FIRMS, SAID SHAREHOLDERED SHOULD APPOINT ME TO THE PORT BY WITHHOLDING AGAINST MR. FAST. SO THOSE VOTES THAT WERE WITHHELD AGAINST MR. FAST WERE ACTUALLY MEANT TO BE SUPPORT OF MY ELECTION. HAD I RECEIVED THOSE VOTES AS FOR VOTES, I WOULD HAVE RECEIVED 45% OF THE VOTE. OK? BUT ONE MORE THOUGHT I THINK IS IMPORTANT. IN THIS CASE, VANGUARD IS THE LARGEST SHAREHOLDER OF THE COMPANY, THEY OWN 10%, MAYBE MORE THAN 10% OF THE COMPANY INCLUDING AFFILIATED COMPANIES. I LOST BY ONE SHAREHOLDER. HAD VANGUARD VOTED FOR ME, IT'S ALMOST A 50 MILLION VOTE SWING FOR MY CANDIDACY VS MR FAST'S CANDIDACY. SO WE LOST BY ONE DIRECTOR. IMPORTANTLY, THE SECOND LARGEST SHAREHOLDER OF THE COMPANY, BLACKROCK, SUPPORTED US. THE NOTION THAT THIS IS – I DON'T EVEN WANT TO USE THE TERM, I FOUND IT A REALLY A – KIND OF AN INAPPROPRIATE WAY TO DESCRIBE AN ELECTION, PARTICULARLY WHEN THE SECOND LARGEST SHAREHOLDER VOTES AGAINST YOU. SO I GOT 31% OF THE VOTE. THAT'S ALMOST – A LITTLE MORE THAN 31% OF THE VOTE, AND HAD YOU COUNTED THOSE WITHHELD VOTES AGAINST FAST WHICH WERE INTENDED FOR US, WE WOULD HAVE RECEIVED 45% OF THE VOTE. AND I THINK THAT'S A VERY STRONG VOTE OF CONFIDENCE FROM SHAREHOLDERS FOR OUR IDEAS.
PICKER: REGARDLESS OF WHETHER IT WAS 30% OR 25% OR 20%, ARE YOU -
ACKMAN: OR 45%.
PICKER: OR 45%, ARE YOU HUMBLED BY THE RESULTS YOU SEE HERE TODAY, AND DO YOU SEE ANY LESSONS LEARNED FOR FUTURE ACTIVIST TARGETS YOU MAY PURSUE?
ACKMAN: YEAH, NO, NO. I THINK THE BIGGEST LESSON FOR US IS THAT THE USE OF UNIVERSAL PROXY CARD IS INCREDIBLY IMPORTANT. THE REASON WHY WE LOST THIS ELECTION IS WASN'T A UNIVERSAL PROXY CARD. ADP WAS UNABLE TO ALLOW US TO USE A UNIVERSAL PROXY CARD. AS A RESULT, ISS CAME UP WITH THIS UNPRECEDENTED RECOMMENDATION TO WITHHOLD FOR FAST TO SUPPORT ME. THEY DID THAT BECAUSE THEY DIDN'T WANT THREE DIRECTORS TO END UP ON THE BOARD AND THEY THOUGHT IF PEOPLE VOTED ON MY CARD, THEY MIGHT UNWITTINGLY SUPPORT DIRECTORS TWO OR THREE, WHO ARE TERRIFIC DIRECTORS, BUT ISS FELT ONLY ONE DIRECTOR CHANGE WAS WARRANTED. HAD I RUN ONE DIRECTOR LIKE NELSON DID, IT WOULDN'T HAVE BEEN A NEED FOR ISS TO GO THROUGH THAT SAME RECOMMENDATION, SO I THINK ONE ADVICE IS EITHER HAVE A UNIVERSAL PROXY CARD OR RUN FOR ONE DIRECTOR.
PICKER: AND I THINK MY COLLEAGUE JIM CRAMER IN SAN FRANCISCO HAS A QUESTION FOR YOU.
ACKMAN: OH, PLEASE. JIM.
JIM CRAMER: YEAH, BILL. CARLOS, WHEN HE WAS ON WITH US ON "SQUAWK ON THE STREET" TALKED ABOUT HOW YOU'RE DRAMATICALLY OVERPAYED, AND PERHAPS THE INVESTORS OUGHT TO RETHINK BEING WITH YOU GIVEN THE FACT YOU WASTED A LOT OF PEOPLE'S TIME AND COST MONEY. I'M NOT SURE 00 I THINK YOU DID A LOT OF EDUCATION ABOUT THE PROCESS AND HOW PEOPLE CAN AND SHOULD BE SPEAKING UP. THE CHARACTERIZATIONS SEEM TO BE RATHER ILL-ADVISED IN TERMS OF HOW YOU MAY FEEL, BUT IT CERTAINLY WAS EMPHATIC BY THE WAY HE THINKS THAT PERHAPS YOUR INVESTORS SHOULD PULL OUT.
ACKMAN: YES, LOOK, ALL I CAN TELL YOU IS IT'S AN UNUSUAL RESPONSE FROM A CEO OF A $50 BILLION COMPANY WHEN TENS OF THOUSANDS OF YOUR SHAREHOLDERS VOTED IN FAVOR OF US, INCLUDING BLACKROCK, ONE OF THE MOST RESPECTED AND LARGEST ASSET MANAGERS IN THE WORLD. THEY'RE SENDING A VERY, VERY STRONG SIGNAL THAT THEY SUPPORT THE VARIOUS IDEAS THAT WE HAVE HAD FOR THE COMPANY. I THINK, HOW DID THE COMPANY WIN THE PROXY CONTEST? THEY MADE A SERIES OF COMMITMENTS TO SHAREHOLDERS. THEY COMMITTED TO IMPROVE MARGINS BY 500 TO 600 BASIS POINTS THEY COMMITTED TO A LAUNCH OF VANTAGE 2.0, WHICH IS SUPPOSEDLY UPCOMING -- THIS IS WHY ISS SUPPORTED MANAGEMENT -- SUPPORTED US FOR ONLY ONE DIRECTOR, BECAUSE SUPPOSEDLY, THERES A PRODUCT COMING TO ADDRESS THEIR MARKET SHARE LOSSES THE GROWTH IS GOING TO REACCELERATE FROM 2% TO 3% IN THIS FISCAL YEAR TO 7% TO 9% FOR THE NEXT TWO FISCAL YEARS. THOSE ARE PRETTY BIG COMMITMENTS. SO I THNK, WHY DID WE LOSE VANGUARD? MY GUESS IS BECAUSE THEY WANTED TO GIVE MANAGEMENT ANOTHER YEAR TO SEE IF THEY CAN DELIVER. WHAT WE HEARD FROM SHAREHOLDERS WHO DIDN'T SUPPORT US IS THEY SAID, "LOOK, MANAGEMENT HEARD YOU LOUD AND CLEAR. THEY GET IT, THEY KNOW WHAT THEY NEED TO DELIVER. IF THEY DON'T, WE'RE GOING SUPPORT YOU NEXT YEAR." WHAT I HEARD FROM CARLOS TODAY, SURPRISINGLY, IS HE SEEMED VERY DISMISSIVE. IF HE VIEWS THIS AS A MANDATE FROM SHAREHOLDERS WHEN EVEN BY HIS OWN CALCULATION, 25% VOTED AGAINST MANAGEMENT THAT'S NOT THE RIGHT COMPARISON. THE RIGHT COMPARISON IS MYSELF VERSUS MR. FAST, WHERE WE GOT ALMOST A THIRD OF THE VOTE, THEN AGAIN, THEN AGAIN IF YOU INCLUDE THE WITHHELD VOTES AGAINST MR. FAST, WE GOT ALMOST 45% OF THE VOTE. THAT'S WITHOUT THE MAJOR SHAREHOLDER OF THE COMPANY. GOOD NEWS HERE IS THAT, ONE OTHER POINT THATS USEFUL TO MAKE, THE STOCK HIT $118 A SHARE. IT STARTED AT $97 OR $98 WHEN WE LAUNCHED THIS. WE BOUGHT OUR STAKE IN THE COMPANY. IT HIT $118 A SHARE WHEN WE GOT THE SUPPORT OF GLASS LEWIS FOR ALL THREE OF OUR NOMINEES AND THEY WROTE A REALLY DAMNING INDICTMENT OF THE COMPANY'S PERFORMANCE AND THE WAY THEY RESPONDED TO US IN THE PROXY CONTEST. WHEN ISS CAME OUT WITH THE RECOMMENDATION, WHICH WAS A BACKHANDED WAY OF SUPPORTING ME FOR THE BOARD, PEOPLE'S – THE STOCK STARTED TO COME DOWN. AND IT CAME DOWN BECAUSE PEOPLE'S PERCEPTION WAS WHAT PROBABILITY OF MY GETTING ON WAS LOWER. TODAY, THE STOCK DROPPED FURTHER WHEN WE LOST THE ELECTION. SO WHAT IS THE MARKET TELLING SHAREHOLDERS? WHAT IS THE MARKET TELLING PEOPLE WHO LOOK AT THIS COMPANY? WHAT IS THE MARKET TELLING MANAGEMENT? THEY'RE TELLING MANAGEMENT THAT IF PERSHING SQUARE WERE ON THIS BOARD, IT WOULD BE HIGHER. THAT'S A GLOWING ENDORSEMENT OF US. THE NOTION THAT THE STOCK BEING LOWER IS SOMEHOW AN ENDORSEMENT OF MANAGEMENT, THAT'S JUST WRONG.
JIM CRAMER: BILL, I WENT BY AN EMPTY CHIPOTLE YESTERDAY. IT WAS OPEN, AND I'M THINKING JUST IN TERMS OF THAT LINE OF THOUGHT, THE NARRATIVE YOU JUST OUTLINED, WHEN YOU ANNOUNCE IN 2016 THAT YOU WERE TAKING POSITION AT CHIPOTLE, THE STOCK WAS AT 414, YOU GOT ON THE BOARD, SOMETIMES, MAYBE IT DOESN'T MATTER BECAUSE THE STOCK IS AT 273. HOW DO YOU TURN AROUND CHIPOTLE? YOU'RE IN ON THE BOARD, HOW DO YOU GET THE CUSTOMERS BACK IN? I THINK THAT'S A CASE WHERE YOU WON, BUT IT'S NOT REALLY CLEAR WHETHER -- CLEAR-CUT WHETHER THE RESULTS WERE ALL THAT POSITIVE.
ACKMAN: OKAY, SO FIRST OF ALL, I'M NOT ON THE BOARD OF CHIPOTLE, BUT WE DO HAVE A COUPLE REPRESENTATIVES ON THE BOARD.
CRAMER: YOU HAVE PEOPLE ON IT, BILL.
ACKMAN: SURE. TO CHIPOTLE'S CREDIT, THEY INVITED US ONTO THE BOARD. AND YOU KNOW, WE STEPPED ON AFTER THE COMPANY'S COLLAPSE- YOU KNOW, THE STOCK PRICE COLLAPSED, AND WE'RE WORKING TO HELP THEM. IT'S IN THE MIDST OF A TURNAROUND AND WE'RE IN A POSITION WHERE WE CAN BE HELPFUL TO THE COMPANY. THEY MADE A NUMBER OF KEY ADDITIONS TO THE MANAGEMENT TEAM. THEY HAD A VERY UNFORTUNATE INCREMENTAL FOOD SAFETY ISSUE AT ONE STORE WITH ONE SICK EMPLOYEE AND THAT'S CAUSED PEOPLE TO LOSE CONFIDENCE IN THE COMPANY, BUT WE LIKE CHIPOTLE, WE THINK THERE IS A LOT OF POTENTIAL THERE, AND WE HAVE BEEN ABLE TO WORK VERY COOPERATIVELY WITH THE MANAGEMENT. WE DID NOT – WE APPROACHED THIS COMPANY THE SAME WAY AS WE DID CHIPOTLE, THE SAME WAY WE APPROACHED AIR PRODUCTS, THE SAME WAY WE APPROACHED CANADIAN PACIFIC, THE SAME WAY WE APPROACHED ZOETIS, AND THEY CHOSE TO HAVE A BATTLE WITH US AND ATTACK US AND THE VARIOUS APPROACHES THEY HAVE TAKEN. AND WE— I STAY HIGH MINDED WE FOCUSED ON THE FACTS. THAT'S WHY WE GOT THE SUPPORT OF MAJOR INSTITUTIONAL INVESTORS HERE. WE INTEND TO BE A SIGNIFICANT SHAREHOLDER IN THE COMPANY. THEY MADE COMMITMENTS. IF THEY MEET THE COMMITMENTS, THE STOCK PRICE WILL BE HIGHER IF THEY FAIL, WE'LL BE ON THE BOARD NEXT YEAR.
DAVID FABER: BILL, ITS DAVID FABER.
ACKMAN: I'M NOT HEARING YOUR QUESTION SORRY. HOLD ON. I LOST THE EARPIECE. GO AHEAD.
DAVID FABER: BILL, IT'S DAVID FABER. CAN YOU HEAR ME?
ACKMAN: YES, I CAN.
FABER: OKAY. THE PERFORMANCE OF PERSHING SQUARE THIS YEAR HAS BEEN LESS THAN STELLAR. I THINK YOU'RE STILL DOWN FOR THE YEAR. YOU SEEM TO BE SAYING THIS WAS NOT -- THIS WAS A LOSS, BUT CERTAINLY NOT ONE THAT AFFECTS YOUR STRATEGY. I'M JUST CURIOUS ABOUT YOUR OWN CONVERSATIONS WITH YOUR INVESTOR BASE AS YOU GO BACK TO THEM. GIVEN YOUR SUBPAR PERFORMANCE, GIVING YOUR FAILURE HERE TO GET ANY BOARD SEATS, DO YOU HAVE TO TAKE A NEW TACK? DO YOU HAVE TO HAVE A DISCUSSION WITH YOUR INVESTOR BASE IN TERMS OF WHY THEY SHOULD STAY WITH YOU AS AN ACTIVIST/STOCK PICKER WHO IS GOING TO BE ABLE TO PERFORM OVER A LONG PERIOD OF TIME ABOVE THE MARKET AVERAGES?
ACKMAN: SURE. AND LOOK, WE HAVE PERFORMED ABOVE THE MARKET AVERAGES FOR THE VAST MAJORITY OF OUR HISTORY. AND I REMIND YOU THAT THE GOAL OF A SHAREHOLDER ACTIVIST IS NOT TO WIN PROXY CONTESTS. THE GOAL OF A SHAREHOLDER ACTIVIST IS TO MAKE MONEY FOR ITS INVESTORS. AND MY FRIEND MR. PELTZ, WHO OBVIOUSLY JUST RAN A PROXY CONTEST RECENTLY, LOST THAT PROXY CONTEST, BUT DID HE REALLY? THE ANSWER IS NO. AND IN THE SAME WAY ADP IS UNDER PRESSURE TO DELIVER ON COMMITMENTS THEY MADE TO SHAREHOLDERS, P&G IS PRECISELY THE SAME THING. GO BACK TO DuPONT – WE DON'T RUN MANY PROXY CONTESTS – BUT GO BACK TO THE DuPONT PROXY CONTEST A YEAR OR TWO AGO WHERE NELSON SUPPOSEDLY LOST. THE COMPANY DISAPPOINTED SHAREHOLDERS AND THE BOARD REPLACEMENT MANAGEMENT AND A SERIES OF STEPS NELSON RECOMMENDED. WE HAVE LAID OUT A VERY PUBLIC CASE FOR WHY ADP IS UNDERPERFORMING ITS POTENTIAL. THAT CASE RESONATED WITH SHAREHOLDERS. THERE'S NOT A SHAREHOLDER WHO OWNS THIS STOCK WHO DOESN'T THINK THIS COMPANY CAN'T DO BETTER IN TERMS OF MARGIN PERFORMANCE AND CAN'T ADDRESS THE SIGNIFICANT MARKET SHARE LOSSES. MANAGEMENT MADE SOME COMMITMENTS THEY MADE THOSE COMMITMENTS TO ISS. YOU CAN SEE THAT BY READING THE ISS REPORT. THEY TALK ABOUT FOR THE FIRST TIME AN UPCOMING PRODUCT TO ADDRESS THEIR MARKET SHARE LOSSES. IF THEY – WE'RE ROOTING FOR THEM IF THEY ARE SUCCESSFUL, THE STOCK PRICE IS GOING UP A LOT. IF THEY DISAPPOINT, WE WILL GET IN THERE AND WE'LL BE ABLE TO MAKE THE NECESSARY CHANGES TO MAKE THIS A MORE PROFITABLE BUSINESS. THAT IS THE BUSINESS OF SHAREHOLD ACTIVISM. SO WE HAVE WON AND WE HAVE LOST PROXY CONTESTS IN OUR HISTORY. WE HAVE RUN VERY FEW, BUT IT'S ONE OF THE TOOLS THAT WE USE IN ORDER TO INFLUENCE A COMPANY. IF ADP JUST RESTS ON ITS LAURELS AND IS COMPLACENT AND MAKES NO CHANGES AND DON'T MEET THEIR COMMITMENTS TO REACCELERATE GROWTH IN THE BACK HALF OF THIS FISCAL YEAR AND ALL OF A SUDDEN GET TO 7% TO 9% GROWTH BY YOU KNOW, FISCAL YEAR 2019, SHAREHOLDERS ARE GONNA BE DISAPPOINTED AND WE'RE GONNA GET THE SUPPORT. AND WHAT WE HAVE DONE IN EFFECT IS PUT A LINE IN THE SAND. THEY'VE COMMITTED A BUNCH OF THINGS, THE VANGUARDS OF THE WORLD HAVE SAID, "WE'LL GIVE THEM ANOTHER YEAR TO PERFORM BECAUSE THE STOCK PRICE HAS DONE WELL." WHAT WE DID HERE IS TOOK ON A TARGET WHERE THE STOCK PRICE HAS DONE WELL, EVEN THOUGH IT IS MEANINGFULLY UNDERPERFORMED ITS POTENTIAL. AND THAT MADE OUR JOB MORE DIFFICULT.
PICKER: BUT BILL, TO DAVID'S POINT, IN TERMS OF YOUR PERFORMANCE, DID THAT HURT YOU AT ALL WHEN YOU WERE TRYING TO PERSUADE SHAREHOLDERS OF ADP TO VOTE YOU AND YOUR DIRECTOR NOMINEES ONTO THE BOARD? IS THAT SOMETHING THEY LOOKED AT AND SAID, "MAYBE PERSHING SQUARE SHOULD GET THEIR PERFORMANCE UP HIGHER OVER THE NEXT YEAR, AND THEN WE'LL RECONSIDER?"
ACKMAN: YEAH, NO, NONE OF THE INVESTORS HERE MADE A DECISION BASED ON PERSHING SQUARE'S SHORT TERM PERFORMANCE. I THINK IF THEY LOOKED AT OUR PERFORMANCE, THEY LOOKED AT 35 ACTIVIST CAMPAIGNS, FOUR DISAPPOINTMENTS, BUT 31 SUCCESSES OVER A 14-YEAR HISTORY. BUT REALLY WHAT THEY WERE FOCUSED ON IS HOW BIG IS THE OPPORTUNITY AT ADP? WHY DO THEY HAVE HALF THE OPERATING MARGINS OF PAYCHEX, EVEN THOUGH THEY HAVE OVERLAP IN 35% OF THEIR BUSINESS? YOU KNOW, WHY DO THEY NOT HAVE A COMPETITIVE ENTERPRISE OFFERING WHEN COMPANIES LIKE WORKDAY AND ULTIMATE SOFTWARE AND OTHERS, CERIDIAN DAYFORCE, ARE VERY EFFECTIVELY COMPETING AGAINST THE COMPANY. THESE ARE IMPORTANT QUESTIONS THAT SHAREHOLDERS WOULD LIKE ANSWERS TO. AND YOU KNOW, I THINK MANY SHAREHOLDERS SAID, YOU KNOW WHAT, OR CERTAINLY A MAJORITY SAID, "WE'RE GOING TO GIVE THESE GUYS ANOTHER FEW QUARTERS TO PERFORM." AND THREE QUARTERS FROM NOW IS THE NOMINATING DEADLINE FOR THE NEXT SHAREHOLDER MEETING. THE COMPANY SAID WE ASKED TOO LATE FOR A UNIVERSAL PROXY CARD. WERE GOING TO ASK FOR ONE TODAY. AND THEREFORE, THE COMPANY IS ON NOTICE THAT, AGAIN, WE DON'T WANT TO RUN A PROXY CONTEST NEXT YEAR, BUT IF THE COMPANY UNDERPERFORMS ITS POTENTIAL, WE'LL BE BACK IN FRONT OF A GROUP OF SHAREHOLDERS WE HAVE GOTTEN TO KNOW OVER THE COURSE OF THE LAST LEAST MONTHS AND WE'LL BE ABLE TO MEASURE MANAGEMENTS ACCOMPLISHMENTS RELATIVE TO WHAT THEY COMMITTED TO. IF THEY MEET OR EXCEED THE COMMITMENTS TO SHAREHOLDERS, THEN WE'LL BE A HAPPY, VERY QUIET SHAREHOLDER.
PICKER: ALRIGHT, BILL. WELL, WE HAVE TO LEAVE IT THERE. BILL ACKMAN, HEAD OF PERSHING SQUARE, THANK YOU SO MUCH FOR JOINING US. BACK OVER TO YOU GUYS AT THE NEW YORK STOCK EXCHANGE.
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