THE QUIET period is over, and so is Gillette's silence.
The Securities & Exchange Commission has strict and important rules that limit what a company can say to the public prior to a shareholder vote on a transaction like the merger of Gillette with
The rules of this so-called quiet period are intended to protect the public against deal-touting. They limit a company's statements to what's in its proxy statement filed with the SEC.
But the rules concerning proxy statements place real constraints on what can be said and how to say it, which handcuffs a company's ability to defend its transaction in clear, easy to understand, nonlegal terms. They also make it very hard to counter unsubstantiated, inaccurate, and irresponsible criticism. That's the situation Gillette has faced locally for the past several months since our merger has been the subject of incredible misinformation.
Now that quiet period is over. Our shareholders have spoken -- very clearly. They range from individual investors, to Gillette employees, to some of the largest and most powerful investment funds in the world. And they approved our combination with Procter & Gamble with a 96 percent yes vote.
So we are free to talk about the deal and the issues that surrounded it.
That discussion is about more than setting records straight. It's about looking at some troubling things about fairness, accuracy, and Boston's future as a home for major businesses.
The shareholder vote says all that really needs to be said about the value of this deal. Warren Buffett, one of the world's most successful investors, called it a ''dream deal." And for good reason. He put it simply: The combination creates the ''best consumer products company in the world." And the major independent shareholder services organizations -- with no stake of any kind in the deal -- all recommended a ''yes" vote.
The combined company will have 22 global brands, each with annual sales of more than $1 billion. Both companies have well-earned reputations as innovators, which means more brand power to come. Through the combination with P&G, Gillette will be part of one of the biggest, most successful consumer products companies in the world -- a company that is compatible in brands, locations, and philosophies about responsibility to our people and our communities. It is a one-of-a-kind match.
There will be some job losses -- about 4 percent of our combined workforce, a portion of them here. Job losses are never pleasant, but they are necessary. And I can say without qualification that Gillette Blades & Razors, and the jobs it provides, will stay in Boston -- a fact that has largely been ignored.
The Gillette World Shaving Headquarters in South Boston is more than a name of a manufacturing facility. It is the core of our global business with its aggressive growth targets.
You learn a lot in a deal like this. The shareholder vote was overwhelmingly in favor of it. The shareholder advisory agencies recommended it. Wall Street applauded it. And common sense argued for it.
So how could some local politicians and media try to lead people to believe this is the worst deal for shareholders since AOL and
I think the answer is somewhere in the times in which we live. Disappointments and misdeeds have caused a steep devaluation in CEO credibility. CEOs have gone from being treated like celebrities to being presumed as crooks. Both perceptions are ridiculous.
A deal like this one should be considered on its merits, not on the personalities involved, not on the aspirations of local politicians, and not on the blanket presumption that if a business is big, it must be bad.
Unless the pendulum swings back toward neutral, giving business the benefit of a fair hearing, we will see some of the best talent move into the less confrontational world of private equity. And the communities and home town media that declare open season on motivations and reputations are going to see business opt for more welcoming locations. Walter Wriston, the fabled CEO of
James M. Kilts is chairman, president, and CEO of Gillette. He is also a member of the board of directors of The ![]()