10.29.18
Edgewell Personal Care Company announced that the company's Board of Directors has appointed George Corbin and Robert Black to the Board, and nominated Corbin and Black to stand for election at the company's 2019 annual meeting. The appointment of Corbin and Black follows the company's appointment of five new directors over the last three years, including two additions in September 2018. With the addition of the two new independent directors, the Edgewell Board has expanded from 10 to 12 directors, all of whom are independent except for the chief executive officer.
In conjunction with these actions, the company also announced that it has entered into an agreement with Legion Partners Asset Management LLC.
"We are pleased to have reached this constructive outcome and look forward to benefiting from the digital, e-commerce, innovation and international business expertise that George and Bob bring to our Board," says David Hatfield, Edgewell's chief executive officer, president and chairman of the Board. "Our Board and management are focused on our previously-announced initiatives to reduce costs, drive growth and position Edgewell as a stronger competitor across our categories, and will continue to take actions that are in the best interests of the company and all of its shareholders."
Chris Kiper, co-founder and managing director of Legion Partners, says, "Edgewell has a valuable portfolio of brands with enormous potential. We are pleased to have engaged with the Board to reach a resolution that implements important corporate governance initiatives and adds new independent directors who will help the company navigate the current market conditions and pursue our shared goal of enhancing shareholder value."
As part of the agreement, Legion Partners has agreed to abide by certain customary standstill provisions and to support the Edgewell Board's slate of nominees at the 2019 Annual Meeting. The company has agreed to implement a director resignation policy in connection with its majority voting standard and will evaluate whether it would be in the best interests of the company to reincorporate in Delaware. The complete agreement will be included as an exhibit to a Current Report on Form 8-K, which will be filed with the Securities and Exchange Commission.
In conjunction with these actions, the company also announced that it has entered into an agreement with Legion Partners Asset Management LLC.
"We are pleased to have reached this constructive outcome and look forward to benefiting from the digital, e-commerce, innovation and international business expertise that George and Bob bring to our Board," says David Hatfield, Edgewell's chief executive officer, president and chairman of the Board. "Our Board and management are focused on our previously-announced initiatives to reduce costs, drive growth and position Edgewell as a stronger competitor across our categories, and will continue to take actions that are in the best interests of the company and all of its shareholders."
Chris Kiper, co-founder and managing director of Legion Partners, says, "Edgewell has a valuable portfolio of brands with enormous potential. We are pleased to have engaged with the Board to reach a resolution that implements important corporate governance initiatives and adds new independent directors who will help the company navigate the current market conditions and pursue our shared goal of enhancing shareholder value."
As part of the agreement, Legion Partners has agreed to abide by certain customary standstill provisions and to support the Edgewell Board's slate of nominees at the 2019 Annual Meeting. The company has agreed to implement a director resignation policy in connection with its majority voting standard and will evaluate whether it would be in the best interests of the company to reincorporate in Delaware. The complete agreement will be included as an exhibit to a Current Report on Form 8-K, which will be filed with the Securities and Exchange Commission.
