Carl Icahn Issues Statement to

Sunny Isles Seashore, Florida, June 6, 2022 — Nowadays, Carl C. Icahn produced the following assertion to shareholders of McDonald’s (MCD, Money) and Kroger (KR, Monetary).

As most of you know, I have been an activist shareholder for around 3 a long time. I have constantly considered that considerably way too several boards and management groups in our region – with quite a few exceptions – are not remotely accountable to shareholders and, in quite a few conditions, are inadequate to be the leaders at the businesses they helm.

My activist engagements have commonly generated exceptional outcomes. To elaborate, our activist actions have created shut to $1 trillion in value for all shareholders in the combination who’ve held or purchased inventory when we did and offered inventory when we did. I believe our record unquestionably proves that keeping CEOs and boards accountable to shareholders manifests excellent effects.

My campaigns about McDonald’s and Kroger had been various from most of the corporations in which I have been an activist in that each of these companies are well-undertaking, monetarily speaking. I do not think, even so, that the respective boards of directors of these firms are holding their administration teams effectively accountable with respect to the treatment method of animals or with regard to the welfare of their workers.

I really feel that persons who overlook the useless ache and suffering of animals are vulnerable to overlook the requires of people today, and, to me, the leaders at McDonald’s and Kroger have mirrored this idea in their compensation practices. It is unconscionable that it will acquire ordinary staff members at these firms various decades to make what their CEO earns in one working day. This glaring pay back disparity is contributing to the wage-hole disaster our society is grappling with these days, and in convert, that wage-hole crisis is a major trigger of the lagging efficiency in several of our firms.

Admittingly, I was surprised and in the beginning disheartened by the disappointing McDonald’s vote. It is distinct that shareholders, even if they are anxious about the concerns we highlighted, are not inclined to improve the board configuration if a company is accomplishing well financially.

I congratulate the McDonald’s team on their victory in this proxy engagement and, immediately after considerably contemplation, supplied the company’s economical situation, I feel the similar final result will consequence at Kroger. I have as a result decided to discontinue my proxy contest waged at the grocer and withdraw my nominees.

I will carry on to concentrate on the injustices I mention above and will establish what I believe that are the most efficient actions to generate alter in the in close proximity to long term. I consider consolation in that I’ve been able to glow a highlight on the barbaric procedure of farm animals which includes a profound Financial Occasions Journal story by Henry Mancy titled, “Smart, co-operative, emotional: what chopping-edge science tells us about pigs.” The abuse these sentient animals endure – confined in crates and cages so tightly a mom pig simply cannot convert all-around, or a rooster are not able to spread her wings – is needless and indefensible.

There’s no doubt that additional wants to be done to help these animals pressured to reside in circumstances that can only be described as a residing nightmare. These earlier many months have been a move forward, amplifying the dire want for providers to align with what normal Individuals (and a escalating amount of shareholders) want and anticipate when it comes to the humane remedy of animals.

Some significant progress has happened given that my McDonald’s campaign introduced before this yr by way of new and up to date company animal welfare insurance policies. For instance:

• Cheesecake Factory (CAKE, Monetary) introduced it is no for a longer time waiting around until finally 2025 to access 100% cage-totally free eggs, but is accelerating the pledge and will get to 100% this calendar year. The organization also announced in its CSR report that it is changing its pork motivation to mandate that Proposition 12 benchmarks be followed nationwide in its supply chain – and will achieve 75% Proposition 12 compliant pork nationally this calendar year.

• Basic Mills (GIS, Money) posted an update expressing that by the close of next yr, 100% of its pork will be approximately gestation crate-free of charge (with sows confined for a utmost of only 9 times for each being pregnant cycle). And it confirmed that it is nevertheless working to decrease that to zero days.

• Conagra Makes (CAG, Economical) announced that, this 12 months, it is heading to build a glidepath for achieving 100% crate-free pork.

• The two CVS (CVS, Financial) and Walgreens (WBA, Financial) introduced that they are accelerating their cage-cost-free transitions to get to 100% cage-no cost eggs this yr, rather than ready right up until 2025.

• Denny’s (DENN, Financial) updated its pork procurement plan to consist of a pledge to make a prepare this 12 months for going 100% gestation crate-cost-free.

The PIGS Act, the very first bipartisan federal laws to prohibit the confinement of pigs in gestation crates, was also released. This progress is encouraging, and it is very important that boards and management teams are held accountable for meeting their general public pledges.

In summary, I want to sincerely thank all people that have been associated with this endeavor, together with our two McDonald’s board candidates, Maisie Ganzler and Leslie Samuelrich, who I consider did an remarkable work in presenting our situation for alter. All of our nominees, including the slate for Kroger – Alexis Fox and Margarita Paláu-Hernández – are exemplary pros and are currently agents of much wanted change in their own legal rights. I really value their time and determination. I am also grateful for the significant conversations we have experienced with engaged shareholders and the chances we experienced to share our standpoint.

As I have stated, I will continue on on the path I started out 30 a long time in the past, advocating for important transform related with the need to have for larger accountability.