Barnes & Noble chairman testifies in poison pill case
New York The chairman of Barnes & Noble Inc., Leonard Riggio, testified Friday that the poison pill plan the chain adopted after billionaire Ron Burkle increased his stake was about protecting the company, not him and his family.
Riggio disputed Burkle’s allegations that the shareholder rights plan adopted last November was an effort by the book retailer’s board to protect the Riggio family’s controlling interest.
“It’s about the company,” said Riggio, founder and former CEO of Barnes & Noble, the Associated Press reported.
Burkle attorney Stephen Alexander responded to Riggio’s testimony by playing a portion of the videotaped deposition he gave in advance of a trial that began Thursday in Delaware Chancery Court.
“The pill was about me and my family,” Riggio said in the deposition.
Alexander also played a deposition excerpt in which Riggio said that remaining the largest shareholder would be good for both him and the company.
“I have a strong preference for being the largest shareholder of Barnes & Noble, being its founder,” Riggio said.
Under cross-examination by an attorney for Barnes & Noble, Riggio later suggested that his deposition testimony referred to the fact that the rights plan put limits on the ability of him and his family to acquire additional stock, according to the report.
“We’re not allowed to buy stock, period,” he said.
Under the poison pill plan, no investor can buy more than 20% of the company’s shares without board approval. That would allow other Barnes & Noble shareholders to buy stock at a steep discount, thus diluting the voting power of the acquiring investor.
Burkle argues in his lawsuit that the plan gives an unfair advantage to Riggio, who is allowed to keep his ownership stake of more than 30%and who, with other family members and insiders, controls roughly about 38% of the company’s shares.
Burkle contends that his Yucaipa Cos. should be allowed to buy up to 30% of Barnes & Noble stock without triggering the poison pill.
The poison pill was adopted last year after Burkle increased his stake in New York-based Barnes & Noble to about 18%. Burkle wants to see changes in the company’s corporate governance and expects to propose a slate of three new directors at the next annual meeting, which is scheduled to be held by Sept. 30.
But Gregory Taxin, founder of a proxy advisory firm for institutional investors, testified Friday that the rights plan makes it difficult for Burkle or others to wage a proxy contest.
Under questioning from Alexander, Riggio said he met with advisers this year to discuss antitakeover measures and how to respond to a request by Burkle to buy more shares without triggering the poison pill. Riggio said he doesn’t believe other board members received copies of a document he had been given listing antitakeover measures, and that no other board members were invited to a February meeting to discuss how the board should respond to a letter from Burkle.
Riggio acknowledged that he and Burkle have had their differences since first teaming up in a business venture more than a decade ago, but that he doesn’t see the dispute over the poison pill as a personal fight.
“This is not about Burkle and myself,” he said.
Scentiments.com embraces predictive ad displays
Scentiments.com — a family-owned, fragrance retail business with three brick-and-mortar locations and an e-commerce site — is taking an innovative approach to online advertising. With the help of a new predictive remarketing solution, the Coconut Creek, Fla.-based company is reaching out to customers with personalized and targeted display ads on popular Internet sites, such as NYdailynews.com.
Scentiments recently turned to Redwood City, Calif.-based MyBuys — a provider of personalized recommendations for multichannel retailers — to predict what online shoppers want to purchase and target them with compelling ads.
“Just as no two consumers are the same, no two ads are the same,” said Howard Wyner, president of Scentiments. “This was appealing because it really narrows in on what our customers want; they are shown products that specifically cater to their preferences and interests.”
While other remarketing solutions advertise based on the last item the consumer viewed, MyBuys takes a proactive approach by leveraging insights gathered from its experience with Web personalization. It monitors what Scentiments’ customers have been looking at online and then presents them with banner ads personalized for their taste.
With the implementation of the new service, which hit the market in May, the site experienced immediate results. In fact, Scentiments saw a 623% return on ad spend from the service soon after the solution was implemented.
“As soon as the service was turned on, more orders started to come through,” Wyner said.
However, Scentiments is no stranger to working with MyBuys. In 2008, the retailer reached out the company to generate web recommendations and email alerts for its customer base. The alerts brought consumers to Scentiments.com to find relevant, motivating web recommendations for fragrances that fit their personal preferences.
The combination continues to deliver results: The e-mail conversion rate is 16%, while overall site revenue is up 11% and sales of the most popular items are up 56%.
“We have seen an outstanding return-on-investment from MyBuys on our website and through e-mail, and now, using its comprehensive understanding of our customers to predict what they are going to buy, MyBuys is turning our ad spend into increased sales,” Wyner said.
Scentiments is also leveraging other forms of technology, including social networking, to stay competitive online.
“We’ve found great success with Facebook — much more so than Twitter,” Wyner said. “We love that our shoppers can write on our wall, ‘like’ our products and share news about our brand with their friends without a 130-character limitation.”
Scentiments feels so strongly about the medium that it recently incorporated Facebook onto every product page to encourage shoppers to interact with them on the social networking site.
“We want our customers to interact us as we recommend, predict and keep them close to our brand and the products they want,” Wyner said. “The implementation of all of this technology has been a natural progression for us. It’s been a great step forward.”
Walmart, P&G partner for second family film
Walmart is teaming up with Procter & Gamble again for the made-for-TV family movie, The Jensen Project. The film will premiere on July 16 on NBC and follows the two companies first joint movie project, Secrets of the Mountain.
According to a press release, The Jensen Project tells the story of Claire and Matt Thompson, two former scientists who return to The Jensen Project after a 16-year absence and find themselves on a mission to keep a potentially-dangerous technology from falling into the wrong hands.
“We were touched by the hundreds of thank you letters and the outpouring of support we received for Secrets of the Mountain,” said Marc Pritchard, global marketing and brand building officer at Procter & Gamble. “We’re pleased to be able to present American families with The Jensen Project, another program they can all watch and enjoy. Our ongoing partnership with Walmart furthers our commitment to serve consumers and provide entertainment that brings families together.”
Athird movie, AWalk in My Shoes is already in post-production and will air later this year, the companies reported. P&G and Walmart will also begin production on their fourth movie this fall.