US' Bed Bath & Beyond announces co-operation agreement with Ryan Cohen

As part of the agreement, three of RC Ventures’ director designees, Marjorie L. Bowen, Shelly C. Lombard, and Ben Rosenzweig, will immediately join Bed Bath & Beyond’s board of directors as new independent directors, and they will also stand for election as part of the company’s slate at the 2022 Annual Meeting of Shareholders. The board will temporarily expand to 14 members before reverting to 11 members following the Annual Meeting. The three new directors collectively bring deep expertise in capital allocation, corporate governance, strategic planning, and transactions, the company said in a media statement.

In conjunction with the cooperation agreement, Bed Bath & Beyond has announced that Bowen and Rosenzweig, will join a four-member strategy committee focused on exploring alternatives to unlock greater value from the company’s Buybuy Baby banner. Bed Bath & Beyond independent director Sue Gove, an accomplished retail executive and experienced public company director, will serve as chair of the strategy committee, and independent director, Andrea Weiss, founding partner, the O Alliance, a retail, digital and brand strategy consulting practice, CEO of Retail Consulting and an experienced public company director, will also serve on the committee. The strategy committee has the ability to retain independent advisors to support the development of recommendations that it will ultimately make to the full board.

“We are pleased to have reached this constructive agreement with RC Ventures, which we believe to be in the best interest of all our shareholders. Over the past two years, our Board has transformed the company’s governance, management team, compensation policies, and oversight of strategy and operations. Under this board’s leadership, the company has implemented consequential changes to our business, including the divestiture of multiple non-core assets and a significant increase in investments in structurally critical enablers of our business. The board is highly committed to fundamentally reshaping Bed Bath & Beyond for our customers while driving growth and profitability across its banners. We look forward to benefitting from the contributions and perspectives of our new directors,” Harriet Edelman, independent chair of the board, said in a statement.

“Our company and board have always been committed to evaluating all options to maximise long-term shareholder value, and we look forward to integrating our new directors' ideas to drive our continued transformation. Our Buybuy Baby business is a tremendous asset, and we are committed to unlocking its full value. As we move forward, our goals will continue to focus on delivering value for our shareholders, enhancing experiences for our customers, executing on the transformation throughout our business, and creating new and exciting opportunities for our dedicated employees across all our banners,” Mark Tritton, Bed Bath & Beyond’s president and CEO, said.

“The resolution announced today represents a positive outcome for all of Bed Bath's shareholders. By refreshing the board with shareholder-designated individuals who possess capital markets acumen and transaction experience, the company is well-positioned to review alternatives for Buybuy Baby. I appreciate that management and the board were willing to promptly embrace our ideas and look forward to supporting them in the year ahead,” Cohen, said.

Fibre2Fashion News Desk (GK)