L Brands Announces Appointment of Sarah E. Nash as Chair of Board of Directors, Effective as of Close of Victoria’s Secret ...
March 12 2020 - 3:15PM
L Brands, Inc. (NYSE: LB) today announced the appointment of Sarah
E. Nash as Chair of the Board of Directors, effective upon the
close of the transaction to sell a majority interest in Victoria’s
Secret to Sycamore Partners. As previously announced on February
20, 2020, Leslie H. Wexner will step down as Chief Executive
Officer and Chairman of L Brands upon the close of the transaction
and will remain a member of the Board as Chairman Emeritus.
Additionally, current lead independent director Allan Tessler, as
well as directors Gordon Gee and Raymond Zimmerman, will retire as
of the date of the Annual Meeting. Upon Mr. Tessler’s retirement,
Ms. Nash will serve as lead independent director.
“Sarah has brought fresh perspectives to L
Brands since joining the Board last year, and her wealth of
experience advising companies in their strategic and financial
initiatives make her ideally suited to serve as Chair,” said
Tessler. “Following the recently announced transformative
transaction with Sycamore, the company is on the best path forward
to advance the growth of Bath & Body Works as a standalone
company and deliver enhanced value for all L Brands shareholders.
We are pleased the Board and management team will continue to
benefit from Sarah’s insights and leadership as the organization
remains focused on driving the business forward.”
“I am honored to be named Chair of L Brands as
the company enters this exciting new chapter in its history,” said
Nash. “We continue to make progress towards closing the previously
announced transaction with Sycamore. I look forward to working with
my fellow Board members and the company’s management team to
support the growth and success of L Brands in the years ahead.”
ABOUT SARAH E. NASH:Sarah Nash
joined the L Brands Board in May 2019. She is currently the Chair
of the Board and Chief Executive Officer of privately held Novagard
Solutions, a manufacturer of silicone and thermal sealants,
coatings and foam products and has held this position since 2018.
Nash spent nearly 30 years in investment banking at JPMorgan Chase
& Co. (and predecessor companies), retiring as Vice Chairman,
Global Investment Banking, in 2005. Nash currently serves on the
board of Blackbaud, Inc., a software company providing technology
solutions for the not-for-profit industry, and has done so since
2010, on the board of Knoll, Inc., a designer and manufacturer of
lifestyle and workplace furnishings, textiles and fine leathers,
and has done so since 2006 and on the board of privately held
Irving Oil Company and has done so since 2012. Nash is a trustee of
the New York-Presbyterian Hospital, a member of the National Board
of the Smithsonian Institution and Chairman of the International
Advisory Board of the Montreal Museum of Fine Arts.
ABOUT L BRANDS:L Brands, through Victoria’s
Secret, PINK and Bath & Body Works, is an international
company. The company operates 2,920 company-owned specialty
stores in the United States, Canada, the United Kingdom and Greater
China, and its brands are also sold in more than 700 franchised
locations worldwide. The company’s products are also
available online at www.VictoriasSecret.com and
www.BathandBodyWorks.com.
Safe Harbor Statement Under the Private Securities
Litigation Reform Act of 1995We caution 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 our company or our management involve risks and
uncertainties and are subject to change based on various factors,
many of which are beyond our control. Accordingly, our future
performance and financial results may differ materially from those
expressed or implied in any such forward-looking statements. Words
such as “estimate,” “project,” “plan,” “believe,” “expect,”
“anticipate,” “intend,” “planned,” “potential” and any similar
expressions may identify forward-looking statements. Risks
associated with the following factors, among others, in some cases
have affected and in the future could affect our financial
performance and actual results and could cause actual results to
differ materially from those expressed or implied in any
forward-looking statements included in this press release or
otherwise made by our company or our management:
- the risk that the transactions contemplated by the Transaction
Agreement dated as of Feb. 20, 2020 between the company and SP VS
Buyer LP (the “Transaction”) is not consummated, including the risk
that required regulatory approvals for the Transaction may not be
obtained;
- diversion of our management’s attention away from other
business concerns due to the Transaction;
- the ongoing obligations of the company in connection with the
Transaction;
- general economic conditions, consumer confidence, consumer
spending patterns and market disruptions including severe weather
conditions, natural disasters, health hazards, terrorist
activities, financial crises, political crises or other major
events, or the prospect of these events;
- the seasonality of our business;
- the dependence on mall traffic and the availability of suitable
store locations on appropriate terms;
- our ability to grow through new store openings and existing
store remodels and expansions;
- our ability to successfully expand internationally and related
risks;
- our independent franchise, license and wholesale partners;
- our direct channel businesses;
- our ability to protect our reputation and our brand
images;
- our ability to attract customers with marketing, advertising
and promotional programs;
- our ability to protect our trade names, trademarks and
patents;
- the highly competitive nature of the retail industry and the
segments in which we operate;
- consumer acceptance of our products and our ability to manage
the life cycle of our brands, keep up with fashion trends, develop
new merchandise and launch new product lines successfully;
- our ability to source, distribute and sell goods and materials
on a global basis, including risks related to:
- political instability, significant health hazards,
environmental hazards or natural disasters;
- duties, taxes and other charges;
- legal and regulatory matters;
- volatility in currency exchange rates;
- local business practices and political issues;
- potential delays or disruptions in shipping and transportation
and related pricing impacts;
- disruption due to labor disputes; and
- changing expectations regarding product safety due to new
legislation;
- our geographic concentration of vendor and distribution
facilities in central Ohio;
- fluctuations in foreign currency exchange rates;
- stock price volatility;
- our ability to pay dividends and related effects;
- our ability to maintain our credit rating;
- our ability to service or refinance our debt;
- shareholder activism matters;
- our ability to retain key personnel;
- our ability to attract, develop and retain qualified associates
and manage labor-related costs;
- the ability of our vendors to deliver products in a timely
manner, meet quality standards and comply with applicable laws and
regulations;
- fluctuations in product input costs;
- our ability to adequately protect our assets from loss and
theft;
- fluctuations in energy costs;
- increases in the costs of mailing, paper and printing;
- claims arising from our self-insurance;
- liabilities arising from divested businesses;
- our ability to implement and maintain information technology
systems and to protect associated data;
- our ability to maintain the security of customer, associate,
third-party or company information;
- our ability to comply with regulatory requirements;
- legal and compliance matters; and
- tax, trade and other regulatory matters.
We are not under any obligation and do not intend to make
publicly available any update or other revisions to any of the
forward-looking statements contained in this press release to
reflect circumstances existing after the date of this press release
or to reflect the occurrence of future events even if experience or
future events make it clear that any expected results expressed or
implied by those forward-looking statements will not be
realized.
For further information, please
contact:
L Brands: Investor Relations Amie Preston (614) 415-6704
apreston@lb.com
Media Relations Tammy Roberts Myers (614) 415-7072
communications@lb.com
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