New Albany, Ohio,
January 22, 2018: Abercrombie & Fitch Co. (NYSE: ANF)
(the "Company") today announced that Arthur C. Martinez will step
down as Executive Chairman of its Board of Directors at the
conclusion of its fiscal year ending February 3, 2018 in connection
with his plans to retire as a Director and not stand for
re-election at the Company's 2018 Annual Meeting of Shareholders in
June. Terry L. Burman, Lead Independent Director and Chair of
the Nominating and Board Governance Committee, will assume the role
of Non-Executive Chairman at that time.
Messrs. Martinez and Burman both
joined the Board in January 2014. Mr. Martinez was appointed
Non-Executive Chairman of the Board at that time, and has served as
the Company's Executive Chairman since December 2014.
"I am proud of the demonstrable
progress that Abercrombie & Fitch is making under the
leadership of Fran Horowitz, who was appointed Chief Executive
Officer early last year," said Mr. Martinez. "We have built a
first-rate team whose intense focus on the customer, the
revitalization of our brands, and close management of expenses to
help direct resources to omnichannel and marketing have enabled us
to deliver sequential comparable sales improvement. My decision to
step down as Executive Chairman and not stand for reelection to the
Board is part of a planned transition of the Chairman role.
With the Company on a solid trajectory, this is the right time to
hand over Board leadership to Terry, who has outstanding
credentials as a retail industry leader and is the right person to
assume the role," concluded Mr. Martinez.
"In the realm of business leaders,
Arthur is a singular talent," said Mr. Burman. "Abercrombie &
Fitch has benefited enormously from his deep expertise and steady
hand at a time of turbulence both at the Company and in our
industry. The entire Board shares my gratitude for his contribution
to stabilizing the business, recruiting and developing world-class
retail talent, and working with them to place Abercrombie &
Fitch on a solid path to future success."
Mr. Martinez, 78, has enjoyed a
long and highly accomplished career in retailing. He led the
turnaround of Sears in the late 1990's as its Chief Executive
Officer, restoring the Company to profitability after years of
losses. He also served in a number of senior executive positions at
Saks Fifth Avenue, among other companies. Mr. Martinez has been a
sought after director, having served as Chairman of HSNi until it
was acquired in late December 2017 and of ABN-Amro, the largest
bank in the Netherlands, and a Director of AIG, PepsiCo,
International Flavors & Fragrances and Kate Spade, among other
companies. He is currently Chairman of Greenwich Hospital and a
Trustee of Yale-New Haven Health System and Northwestern
University.
Mr. Burman, 72, achieved notable
success in a number of senior roles in retailing, most notably in
the specialty jewelry sector. He currently serves as Chairman of
the Board of Tuesday Morning Corporation and as a Director of
Learning Care Group. During his career he held the positions of
President and Chief Executive Officer of Barry's Jewelers, Chief
Executive Officer of Signet, Chairman of Zale Corporation and was a
member of the Board of Directors of Yankee Candle Company. Mr.
Burman also has served as Chairman of the Board of St. Jude
Children's Research Hospital.
SAFE HARBOR STATEMENT UNDER THE
PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995
A&F cautions that any
forward-looking statements (as such term is defined in the Private
Securities Litigation Reform Act of 1995) contained in this Press
Release or made by management or spokespeople of A&F involve
risks and uncertainties and are subject to change based on various
important factors, many of which may be beyond the company's
control. Words such as "estimate," "project," "plan," "believe,"
"expect," "anticipate," "intend," and similar expressions may
identify forward-looking statements. Except as may be required by
applicable law, we undertake no obligation to publicly update or
revise any forward-looking statements. The following factors, in
addition to those disclosed in "ITEM 1A. RISK FACTORS" of A&F's
Annual Report on Form 10-K for the fiscal year ended
January 28, 2017 and in A&F's subsequently filed quarterly
reports on Form 10-Q, in some cases have affected, and in the
future could affect, the company's financial performance and could
cause actual results for Fiscal 2017 and beyond to differ
materially from those expressed or implied in any of the
forward-looking statements included in this Press Release or
otherwise made by management: changes in global economic and
financial conditions, and the resulting impact on consumer
confidence and consumer spending, as well as other changes in
consumer discretionary spending habits, could have a material
adverse effect on our business, results of operations and
liquidity; our inability to anticipate customer demand and changing
fashion trends and to manage our inventory commensurately could
adversely impact our sales levels and profitability; our market
share may be negatively impacted by increasing competition and
pricing pressures from companies with brands or merchandise
competitive with ours; direct-to-consumer sales channels are a
significant component of our growth strategy, and the failure to
successfully develop our position in these channels could have an
adverse impact on our results of operations; our ability to conduct
business in international markets may be adversely affected by
legal, regulatory, political and economic risks; our inability to
successfully implement our strategic plans could have a negative
impact on our growth and profitability; our failure to protect our
reputation could have a material adverse effect on our brands; our
business could suffer if our information technology systems are
disrupted or cease to operate effectively; we may be exposed to
risks and costs associated with cyber-attacks, credit card fraud
and identity theft that would cause us to incur unexpected expenses
and reputation loss; fluctuations in foreign currency exchange
rates could adversely impact our financial condition and results of
operations; changes in the cost, availability and quality of raw
materials, labor, transportation and trade relations could cause
manufacturing delays and increase our costs; we depend upon
independent third parties for the manufacture and delivery of all
our merchandise, and a disruption of the manufacture or delivery of
our merchandise could result in lost sales and could increase our
costs; our ability to attract customers to our stores depends, in
part, on the success of the shopping malls or area attractions that
our stores are located in or around; we rely on the experience and
skills of our senior executive officers, the loss of whom could
have a material adverse effect on our business; our reliance on DCs
makes us susceptible to disruptions or adverse conditions affecting
our supply chain; our litigation exposure could have a material
adverse effect on our financial condition and results of
operations; our inability or failure to adequately protect our
trademarks could have a negative impact on our brand image and
limit our ability to penetrate new markets; fluctuations in our tax
obligations and effective tax rate may result in volatility in our
operating results; extreme weather conditions and the seasonal
nature of our business may cause net sales to fluctuate and
negatively impact our results of operations; our facilities,
systems and stores, as well as the facilities and systems of our
vendors and manufacturers, are vulnerable to natural disasters,
pandemic disease and other unexpected events, any of which could
result in an interruption to our business and adversely affect our
operating results; the impact of war or acts of terrorism could
have a material adverse effect on our operating results and
financial condition; changes in the regulatory or compliance
landscape could adversely affect our business and results of
operations; our Asset-Based Revolving Credit Agreement and our Term
Loan Agreement include restrictive covenants that limit our
flexibility in operating our business; and, compliance with
changing regulations and standards for accounting, corporate
governance and public disclosure could adversely affect our
business, results of operations and reported financial results.
About Abercrombie
& Fitch Co.
Abercrombie &
Fitch Co. (NYSE: ANF) is a leading, global specialty retailer of
apparel and accessories for Men, Women and Kids through three
renowned brands. For 125 years, the iconic Abercrombie & Fitch
brand has outfitted innovators, explorers and entrepreneurs. Today,
the brand reflects the updated attitude of the 21 to 24-year old
customer, while remaining true to its heritage of creating expertly
crafted products with an effortless, American style. The Hollister
brand epitomizes the liberating and carefree spirit of the endless
California summer for the teen market. abercrombie kids creates
smart, playful apparel for children ages 5-14, celebrating the
wide-eyed wonder of childhood.
The brands share
a commitment to offering products of enduring quality and
exceptional comfort that allow consumers around the world to
express their own individuality and style. The Company
operates approximately 900 stores under these brands across North
America, Europe, Asia and the Middle East, as well as the
e-commerce sites www.abercrombie.com and
www.hollisterco.com.
Investor Contact: |
|
Media
Contact: |
|
|
|
Brian
Logan |
|
Ian
Bailey |
Abercrombie & Fitch |
|
Abercrombie & Fitch |
(614)
283-6877 |
|
(614)
283-6192 |
Investor_Relations@anfcorp.com |
|
Public_Relations@anfcorp.com |
This
announcement is distributed by Nasdaq Corporate Solutions on behalf
of Nasdaq Corporate Solutions clients.
The issuer of this announcement warrants that they are solely
responsible for the content, accuracy and originality of the
information contained therein.
Source: Abercrombie & Fitch Co via Globenewswire
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