f40212_px14a6g.htm
United States Securities and Exchange Commission
Washington, DC 20549
NOTICE OF EXEMPT SOLICITATION
DOMINO’S PIZZA, INC.
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Name of person relying on exemption:
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THE HUMANE SOCIETY OF THE UNITED STATES
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Address of person relying on exemption:
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2100 L Street, NW
Washington, DC 20037
The
attached written materials are submitted pursuant to a voluntary
application of Rule 14a-6(g)(1) promulgated under the Securities
Exchange Act of 1934. Submission is not required of this filer under the
terms of the Rule, but is made in the interest of public disclosure and
consideration of these important issues.
April 2, 2012
Dear Fellow Domino’s Pizza Shareholder:
The
Humane Society of the United States (HSUS) is the nation’s largest
animal protection organization. Supported by more than 12 million
people—roughly one in every 28 Americans—The HSUS represents mainstream
values and attitudes toward animals. We’re rated a 4-star charity (the
highest possible) by Charity Navigator, approved by the Better Business
Bureau for all 20 standards for charity accountability, voted by GuideStar’s Philanthropedia experts as the #1 high-impact animal protection group, and named by Worth magazine as one of the 10 most fiscally responsible charities. Additionally,
Cone Communications ranked us as having the tenth-strongest brand image
of any non-profit organization in the country, and we were the only
animal protection charity in that top 10 list.
As proponents of the shareholder resolution on Domino’s 2012 proxy statement requesting that the Board of Directors report on the feasibility of Domino’s ensuring that its pepperoni and ham come from producers that don’t use "gestation crates" to confine breeding pigs, we want to draw your attention to the importance of this vote and explain in more detail than the proxy allows why we believe the proposal is in the company’s and its shareholders’ best long-term interests. We urge you to VOTE FOR PROPOSAL 3 at Domino’s April 25, 2012 annual meeting.
We urge you to VOTE FOR PROPOSAL 3 at Domino’s April 25, 2012 annual meeting.
In
recent years, public concern over the treatment of animals raised for
food has grown and the decisions the Company makes during this critical
time could significantly affect its public image.
Most breeding pigs within Domino’s supply chain are confined day and night during their four-month pregnancy in gestation crates, then they are placed into another crate to give birth. They are re-impregnated and put back into a gestation crate, pregnancy after pregnancy, until they are slaughtered. These crates are about two feet by seven feet, and the pigs cannot even turn around. It adds up to years of extreme confinement, to the point of virtual immobilization.
The alternative to gestation crates, group housing, is better for animal welfare. Due to consumer demand, numerous restaurant companies and retailers have policies to reduce or eliminate their use of pork ingredients from pigs bred using gestation crates.
As
just one example, McDonald’s recently announced that it “believes
gestation stalls are not a sustainable production system for the future”
and stated that “there are alternatives that we think are better for
the welfare of sows.” The company went on to announce, “McDonald’s wants
to see the end of sow confinement in gestation stalls in our supply
chain” and that it will begin a three-month-long assessment with its
pork suppliers to determine how it can reach that goal.
While in its proxy, Domino’s claims the discussions it already had with suppliers would result in the same information as the report called for in proposal 3, the discussions listed by Domino’s were a survey of supplier housing methods, rather than a study of the feasibility of gestation crates. Asking suppliers "What do you do?" is not the same as asking them "What could you do?"
Domino’s claims to be just a customer, but so are McDonald’s, Burger King, Wendy’s, and Compass Group-just some of the companies taking action on this important issue. Domino’s is acting-to the detriment of the shareholders-like "the customer is always helpless" instead of "the customer is always right." Producers meet customer demand, not the other way around.
Additionally, it is in shareholders’ best interest for Domino’s to demand that "the customer is always right." We wonder what would happen if this were, for example, a food safety issue that Domino’s claimed it had little control over.
As documented in the enclosed materials, Domino’s refusal to address this confinement practice that most Americans oppose and that is increasingly being legislated against puts the company at financial and reputational risk.
For these reasons and those discussed in the attached memo, The HSUS urges you to vote FOR Proposal 3.
PLEASE NOTE: The HSUS is not asking for and cannot accept your proxy card.
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Please
vote FOR Proposal 3 on the proxy received from the management, following
the instructions enclosed with the proxy as to how to cast your ballot.
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Subject:
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Grounds to vote FOR Domino’s Pizza Proposal 3 requesting that the Board of Directors report on the feasibility of Domino’s ensuring that its pepperoni and ham come from producers that don’t use "gestation crates" to confine breeding pigs.
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Contact:
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Kristie Middleton, The Humane Society of the United States
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(240) 620-3688 or kmiddleton@humanesociety.org
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We
urge shareholders to vote “FOR” Proposal 3 in Domino’s 2012 Notice of Annual Meeting. The proposal would request that the Board of Directors report on the feasibility of Domino’s ensuring that its pepperoni and ham come from producers that don’t use "gestation crates" to confine breeding pigs. This would bring Domino’s Pizza in line with a growing number of its competitors in the restaurant industry.
Please consider the following information about gestation crate confinement of breeding pigs:
Legislation:
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Eight U.S. states—including Michigan, Domino’s home state—have passed laws banning the confinement of pigs in gestation crates, as has the European Union. Other states include Florida, Ohio, Arizona, California, Colorado, Maine, and Oregon.
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The
Prevention of Farm Animal Cruelty Act (Proposition 2), asked California
voters, in 2008, whether to ban the practice of cramming pigs into
gestation crates; the vote passed by an overwhelming margin, and
received more votes in its favor than any other citizen initiative has
received in the state’s history.12
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1
See e.g. Official Voter Information Guide, Prop.2, Standards for
Confining Farm Animals (available at
http://voterguide.sos.ca.gov/past/2008/general/argu-rebut/argu-rebutt2.htm).
Accessed 15 March 2012.
2
2008. "Statement of Vote: 2008 General Election." California Secretary
of State. P. 13. 4. November.
http://www.sos.ca.gov/elections/sov/2008_general/sov_complete.pdf.
Accessed 18 March 2012.
Corporate Progress:
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Numerous corporations are including gestation crate-free pork into their supply chains. These companies include Burger King, Wendy’s, Sonic, Carl’s Jr., Hardee’s and Quiznos. 3 4 5 6 7
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McDonald’s
recently announced that it “believes gestation stalls are not a
sustainable production system for the future” and stated that “there are
alternatives that we think are better for the welfare of sows.” The
company went on to announce: “McDonald’s wants to see the end of sow
confinement in gestation stalls in our supply chain.”8 Other companies—like Whole Foods, Chipotle, and Wolfgang Puck—only use gestation crate-free pork.
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Wendy’s recently raised its animal welfare standards, stating "Wendy’s is working with its U.S. and Canadian pork suppliers to eliminate the use of sow gestation stalls over time. The Company believes that confining sows in gestation stalls is not sustainable over the long term, and moving away from this practice is the right thing to do."9
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Supermarket chains are also getting on board: Safeway, Harris Teeter, and Winn-Dixie have policies to increase their gestation crate-free pork sales.
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The
world’s largest food-service provider, Compass Group, announced it is
switching all 38 million pounds a year of pork it uses to gestation
crate-free by 2017. Compass runs the dining operations at 10,000
colleges, universities, hospitals, government buildings and other
institutions in the U.S.
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3
Martin A. 2007. Burger King shifts policy on animals. The New York Times.
28 March.
http://www.nytimes.com/2007/03/28/business/28burger.html?ei=5124&en=7104231631119310&ex=1332734400&pa.
Accessed 2 March 2012.
4
2011. Wendy’s Animal Welfare Program: 2011 Report.
http://www.aboutwendys.com/uploadedFiles/Content/Page_Specific/Responsibility/AnimalWelfareBrochure.pdf.
Accessed 6 March 2012.
5 Sonic’s Animal Welfare Goals and Mission. http://www.sonicdrivein.com/pdfs/documents/animal_welfare.pdf. Accessed 6 March 2012.
6
Associated Press. 2007. Hardee’s, Carl’s Jr. and PETA reach deal.
MSNBC.com. September 27.
http://www.msnbc.msn.com/id/20990492/ns/business-retail/t/hardees-carls-jr-peta-reach-deal/#.T1at-HnLtEM.
Accessed 6 March 2012.
7
2009. Quiznos: more pork from crate-free environments. PigProgress.Net.
17 February.
http://www.pigprogress.net/news/quiznos-more-pork-from-crate-free-environments-2613.html.
Accessed 6 March 2012.
8
2012. McDonald’s Takes Action Toward Ending Gestation Stall Use. 13
February.
http://www.aboutmcdonalds.com/content/dam/AboutMcDonalds/Newsroom/HUSUS%20McD%20gestation%20stall%20release%20FINAL.pdf.
Accessed 4 March 2012.
9 2012. Wendy's Raises Animal Welfare Standards for Chicken, Pigs. 22 March. http://www.aboutwendys.com/uploadedFiles/Content/News/Animal%20Welfare%20NR_FINAL.pdf. Accessed 26 March 2012.
Public Sentiment:
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Burger King stated, "For almost a decade, we have used our purchasing power to encourage positive steps in … the production of cage-free animal products."10
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In a news release about its animal welfare policy, fast food chain Sonic stated, "Preventing … abuse is our corporate responsibility and quite simply, the right thing to do."11 Its Animal Welfare Goals and Missions states, "The pork industry is moving away from the practice of confining sows in gestation crates to housing them in group pens and Sonic supports this change."12
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An
American Farm Bureau-funded opinion poll found that 95 percent of
people believe that farm animals are well cared for but that the vast
majority of people do not think gestation crates are humane.13
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According to a 2007 Oklahoma State University study, consumers express a strong desire for high standards of farm animal care. The authors concluded that consumers, "generally view cages as inhumane."14
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An American Farm Bureau-funded opinion poll found that 89 percent of people believe that food companies that require farmers to treat their animals better are doing the right thing.15
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Food
industry consultant, Technomic, found animal welfare to be the
third-most important social issue to American restaurant patrons.16
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A
2010 survey by Context Marketing found that 69% of consumers will pay
more for “ethically produced” foods and 91% include animal welfare in
their criteria for whether something is ethically produced.17
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10 Burger King. 2008. “Burger King System Achieves 2007 Animal Welfare
Goals.” Available from
www.bk.com/en/us/company-info/press/press-release1109.html. Accessed 13
July 2011.
11 Sonic. 2011. “Strictly Business.” Available from www.sonicdrivein.com/business/giving/index.jsp. Accessed 13 July 2011.
12
Sonic. 2011. “Animal Welfare Goals and Mission. Available from
http://www.sonicdrivein.com/pdfs/documents/animal_welfare.pdf. Accessed 4
March 2012.
13
Lusk, Jayson K., F. Bailey Norwood, and Robert W. Prickett. 2007.
Consumer Preferences for Farm Animal Welfare: Results of a Nationwide
Telephone Survey. Oklahoma State University. 17 August.
14
Lusk, Jayson K., F. Bailey Norwood, and Robert W. Prickett. 2007.
Consumer Preferences for Farm Animal Welfare: Results of a Nationwide
Telephone Survey. Oklahoma State University. 17 August.
15
Lusk, Jayson K., F. Bailey Norwood, and Robert W. Prickett. 2007.
Consumer Preferences for Farm Animal Welfare: Results of a Nationwide
Telephone Survey. Oklahoma State University. 17 August.
16 Luna, Nancy. 2007. Restaurants Adopt Humanity, Orange County Register. 11 May. Available from www.ocregister.com/ocregister/money/article_1690888.php. Accessed 15 March 2012.
17
Context Marketing. 2010. Ethical Food: A Research Report On The Ethical
Claims That Matter Most To Food Shoppers And How Ethical Concerns
Influence Food Purchases. March.
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In
response to McDonald’s announcement that it will require its pork
suppliers to provide plans to phase out gestation crates, the Chicago Sun-Times
editorialized, “In Illinois, the next humane step would be a state ban
on gestational cages. Pigs confined so tightly develop health problems
that require antibiotics, raising human health concerns. More than that,
the cages are simply cruel.”18
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Mark Bittman, columnist for The New York Times
wrote, “a gestation crate is an individual metal stall so small that
the sow cannot turn around; most sows spend not only their pregnancies
in crates, but most of their lives. For humans, this would qualify as
“cruel and unusual punishment,” and even if you believe that pigs are
somehow “inferior,” it’s hard to rationalize gestation crates once you
see what they look like.”19
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Concerning California’s law to criminalize gestation crates, The New York Times
wrote, “The mantra of industrial farming has always been efficiency,
but efficiency has come to mean a pregnant sow — millions of them —
confined in a gestation crate barely 2 feet wide and only as long as she
is.” The Times continued, “No philosophy can justify this kind of cruelty, not even the philosophy of cheapness.”20
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Citigroup
wrote in a 2008 “Restaurant Industry Initiation” report that, “There
are also a number of potential headline risks that could tarnish the
image of restaurant companies, including concerns over animal cruelty…”21
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A 2010 New York Times
editorial stated, “There is no justification, economic or otherwise,
for the abusive practice of confining animals in spaces barely larger
than the volume of their bodies. Animals with more space are healthier,
and they are no less productive. Industrial confinement is cruel and
senseless and will turn out to be, we hope, a relatively short-lived
anomaly in modern farming.”22
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In
making his predictions for 2011, food industry trends analyst Phil
Lempert, “The Supermarket Guru,” wrote, “Move over local. Move over
organic. Humane is stepping in.”23
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18 Editorial. 2012. Editorial: Illinois, like McDonald’s, should ban cruel cage. Chicago Sun-Times.
14 February.
http://www.suntimes.com/opinions/10637928-474/editorial-illinois-like-mcdonalds-should-ban-cruel-cage.html.
Accessed 6 March, 2012.
19 Bittman, Mark. 2012. OMG: McDonald’s Does the Right Thing. New York Times. 13 February. http://opinionator.blogs.nytimes.com/2012/02/13/omg-mcdonalds-does-the-right-thing/. Accessed 6 March 2012.
20 Editorial, 2008. Standing, Stretching, Turning Around, New York Times. 8 October.
21 Citigroup Global Markets. 2008. Industry Focus: Restaurants. 5 December: 28.
22 Editorial Board. 2010. A Humane Egg. New York Times. 11 July. Available from www.nytimes.com/2010/07/12/opinion/12mon4.html. Accessed 13 July 2011.
23
Lempert, Phil. 2010. Humane the New Local? 10 September. Available from
http://www.supermarketguru.com/index.cfm/go/sg.viewArticle/articleId/1518.
Accessed 13 July 2011.
Animal Cruelty:
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The
majority of pork products used for Domino’s ingredients come from suppliers who confine breeding pigs in gestation crates. Gestation crates are individual, concrete-floored metal stalls
measuring roughly 2 feet by feet, only slightly larger than the animal
and so severely restrictive that the sows are unable even to turn
around.24
As a result of the intensive confinement, crated sows suffer a number of
welfare problems, including poor hygiene, risk of urinary infections,
weakened bones, overgrown hooves, poor social interaction, lameness,
behavioral restriction, and stereotypies. The European Union Scientific
Veterinary Committee (SVC) criticized gestation crates in its 1997
report, “The Welfare of Intensively Kept Pigs,” and concluded: “No
individual pen should be used which does not allow the sow to turn
around easily.”25
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There
is substantial scientific evidence supporting the view that confining
pigs so restrictively is detrimental to their welfare. Colorado
State University Department of Animal Science professor Dr. Bernard
Rollin states, “Animals that like to move and are built to move are
surely affected negatively if they cannot do so.”26
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The
Pew Commission on Industrial Farm Animal Production—an independent
panel chaired by former Kansas Governor John Carlin that included former
U.S. Secretary of Agriculture Dan Glickman—recommended “the phase-out …
of all intensive confinement systems that restrict natural movement and normal behaviors, including swine gestation crates.”27
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Renowned farm
animal expert Dr. Temple Grandin has repeatedly condemned gestation
crates, saying, “gestation stalls have got to go.”28
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24
Commission of the European Communities. 2001. COM (2001) 20 final
2001/0021 (CNS) Communication from the Commission to the Council and the
European Parliament on the welfare of intensively kept pigs in
particularly taking into account the welfare of sows reared in varying
degrees of confinement and in groups. Proposal for a Council Directive
amending Directive 91/630/EEC laying down minimum standards for the
protection of pigs.
25
Scientific Veterinary Committee, Animal Welfare Section. 1997. The
welfare of intensively kept pigs. For the European Commission; Report nr
Doc XXIV/B3/ScVC/0005/1997, p. 100.
http://ec.europa.eu/food/fs/sc/oldcomm4/out17_en.pdf. Accessed November 1
March 2012.
26 Rollin BE. 1995. Farm Animal Welfare: Social, Bioethical, and Research Issues (Ames, IA: Iowa State Press, p. 77).
27
The Pew Commission on Industrial Farm Animal Production. 2008. Putting
meat on the table: industrial farm animal production in America.
Available from www.pewtrusts.org/uploadedFiles/wwwpewtrustsorg/Reports/Industrial_Agriculture/PCIFAP_FINAL.pdf. Accessed 2 March 2012.
28 Walzer, Phillip. 2012. Temple Grandin appears in Smithfield Foods videos. Virginian-Pilot. 10 April. http://hamptonroads.com/2011/04/temple-grandin-appears-smithfield-foods-videos. Accessed 6 March 2012.
Economics
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Iowa
State University, the state school for the top pork producing state in
the U.S., conducted a two-and-a-half year study supported by the USDA
that concluded it can cost pork producers “11 percent less” to breed
pigs without gestation crates.
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Conclusion
The
confinement of pigs in gestation crates is simply out of step with the
mainstream sentiments of the American public, and movement away from
using pork from producers that are using gestation crates will only
continue to grow. Given all of the above implications, we believe it is
in shareholders’ best interest to support this modest resolution, which
will simply request that the Board of Directors report on the feasibility of Domino’s ensuring that its pepperoni and ham come from producers that don’t use "gestation crates" to confine breeding pigs.
Thank you for your time and attention. Please vote FOR Proposal 3 on the Company’s proxy statement.
PLEASE NOTE: The HSUS is not asking for and cannot accept your proxy card.
|
Please
vote FOR Proposal 3 on the proxy received from the management, following
the instructions enclosed with the proxy as to how to cast your ballot.
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