Subject: Re: OT: Hershey
From NYT:

Any deal needs the blessing of the Hershey Trust Company, which was set up in 1905 by Milton Hershey, the company’s founder, to look after his chocolate producer’s hometown and, more important, the boarding school for needy children that he had created.

The Hershey Trust controls Hershey’s Class B shares, which have 10 times as much voting power as standard shares. That effectively gives the trust about 80 percent of the company’s voting power.

The trust has a specific mission: to protect the school and other Hershey-related charitable endeavors. Over the years, that has prompted the trust to block potentially transformative deals by Hershey, including:

A $12.5 billion takeover offer from the Wm. Wrigley Jr. Company in 2002, representing a 42 percent premium, at the last minute;
A potential bid for Cadbury in 2010, which allowed Kraft — the former parent company of Mondelez — to swoop in and buy the British chocolatier;
And a $23 billion acquisition bid by Mondelez in 2016.

Pennsylvania law further complicates matters. The state’s attorney general is empowered to ask a court to block any transaction that would be unnecessary “for the future economic viability of the company.”

Have times changed? The trust has been slowly selling down its holdings to diversify its portfolio. But in its annual report, Hershey warned that the trust’s current setup made “it more difficult for a third party to acquire a majority of our outstanding voting stock and thereby may delay or prevent a change in control of the company.”


Berkshire could help the trust diversify its portfolio. Wouldn't make a dent in Berkshires cash pile, however.