American Outdoor Brands announces appointment of new independent director
American Outdoor Brands, an industry leading provider of products and accessories for outdoor enthusiasts, has announced that it has agreed to appoint a new independent director, Bradley T. Favreau, to the Company’s Board of Directors, effective immediately, with a term expiring at the Company’s 2023 Annual Meeting of Stockholders.
With the addition of Mr. Favreau, the size of the Board will increase from six to seven directors, including six independent directors.
This appointment is in connection with the Cooperation Agreement that American Outdoor Brands entered into with Engine Capital Management, LP (together with its affiliates, “Engine Capital”) pursuant to which Engine Capital will withdraw its director nominations previously submitted to the Company and will support the Board’s full slate of directors at the 2022 Annual Meeting of Stockholders. Engine Capital also agreed to abide by customary standstill provisions and voting commitments.
Barry M. Monheit, American Outdoor Brands’ Independent Chair of the Board, said: “American Outdoor Brands’ Board of Directors is committed to adhering to the highest standards of corporate governance and acting in our stockholders’ best interests. To that end, after thoughtful deliberation, we are pleased to welcome Brad to our Board and look forward to working collaboratively with him to reach our goal of delivering superior stockholder value in the years ahead. Brad brings significant financial markets and public company board experience to American Outdoor Brands and will further enhance our Board’s alignment with stockholders.”
Brian Murphy, President and CEO of American Outdoor Brands, added: “We look forward to integrating Brad’s ideas as we remain focused on executing our strategic priorities, including bringing new innovative products to market, expanding and building on recent momentum in our direct-to-consumer brand offering and leveraging the breadth and strength of our brand portfolio through our successful Dock & Unlock™ strategy. Our healthy financial position provides us with a solid foundation as we build stronger, long-lasting relationships with our consumers and create long-term value for shareholders.”
Arnaud Ajdler, Managing Partner at Engine Capital, said: “We invested in American Outdoor Brands due to the strength of its brands, and we look forward to working constructively with management and the Board to create value for all shareholders.”
The full Cooperation Agreement will be filed by the Company with the U.S. Securities and Exchange Commission as an exhibit to a Current Report on Form 8-K. Jefferies LLC is serving as financial advisor, and Greenberg Traurig LLP and Goodwin Procter LLP are serving as legal counsel to American Outdoor Brands. Olshan Frome Wolosky LLP is acting as legal counsel to Engine Capital.
