Company Urges Shareholders to Vote for All Three of its Nominees on
the WHITE Proxy Card Today
SECAUCUS, N.J.--(BUSINESS WIRE)--May 11, 2015--
The Children's Place, Inc. ("The Children's Place" or the "Company")
(NASDAQ:PLCE), the largest pure-play children's specialty apparel
retailer in North America, today commented on a report by proxy advisory
service Institutional Shareholder Services (ISS) recommending that
shareholders vote to elect one of the dissident nominees set forth by
Macellum SPV II, L.P. (“Macellum”) and Barington Companies Equity
Partners, L.P. (“Barington”) at the Company’s Annual Meeting of
Stockholders to be held on May 22, 2015. ISS recommended that
shareholders WITHHOLD against Seth Johnson, the second of Macellum and
Barington’s director nominees.
The Company issued the following statement in response to ISS’s report:
"We strongly disagree with ISS's analysis and its partial support for
Macellum and Barington. We believe that the campaign by Macellum and
Barington against our ongoing transformation plan is not in the best
interest of all shareholders and risks disrupting the substantial
progress we've made under the current Board and management team. We are
seeing tangible results from our transformation plan, as evidenced by
our first quarter results in which we reported our fourth consecutive
quarter of positive comparable retail sales, substantial margin and EPS
growth and increased 2015 guidance, while at the same time, continuing
to return capital to shareholders.
“The Company believes that the dissidents’ nominees would not be
additive to our Board and would replace strong directors who have
the relevant financial, operational and international experience and
skills necessary for a global, omni-channel and specialty apparel
retailer. The Company believes that its three nominees, including its
Chairman Norman Matthews, are important contributors to the
Board. Mr. Matthews was a key architect of the Company’s transformation
and platform for success -- and we recommend shareholders vote in favor
of Mr. Matthews and our other nominees to continue the positive
momentum.”
In addition, ISS recommended in favor of the advisory vote to ratify
named executive officers' compensation.
The Company urges all shareholders to vote the WHITE proxy card for the
re-election of its three highly qualified Director nominees, and to
reject the candidates set forth by Macellum and Barington.
About The Children's Place, Inc.
The Children's Place is the
largest pure-play children's specialty apparel retailer in North
America. The Company designs, contracts to manufacture, sells and
licenses to sell fashionable, high-quality merchandise at value prices,
primarily under the proprietary "The Children's Place," "Place" and
"Baby Place" brand names. As of January 31, 2015, the Company operated
1,097 stores in the United States, Canada and Puerto Rico, an online
store at www.childrensplace.com,
and had 72 international stores open and operated by its franchise
partners.
Forward Looking Statements
This press release may contain
certain forward-looking statements regarding future circumstances. These
forward-looking statements are based upon the Company's current
expectations and assumptions and are subject to various risks and
uncertainties that could cause actual results and performance to differ
materially. Some of these risks and uncertainties are described in the
Company's filings with the U.S. Securities and Exchange Commission (the
“SEC”), including in the “Risk Factors” section of its annual report on
Form 10-K for the fiscal year ended January 31, 2015. Included among the
risks and uncertainties that could cause actual results and performance
to differ materially are the risk that the Company will be unsuccessful
in gauging fashion trends and changing consumer preferences, the risks
resulting from the highly competitive nature of the Company’s business
and its dependence on consumer spending patterns, which may be affected
by the weakness in the economy that continues to affect the Company’s
target customer, the risk that the Company’s strategic initiatives to
increase sales and margin are delayed or do not result in anticipated
improvements, the risk that the cost of raw materials or energy prices
will increase beyond current expectations or that the Company is unable
to offset cost increases through value engineering or price increases,
and the uncertainty of weather patterns. Readers are cautioned not to
place undue reliance on these forward-looking statements, which speak
only as of the date they were made. The Company undertakes no obligation
to release publicly any revisions to these forward-looking statements
that may be made to reflect events or circumstances after the date
hereof or to reflect the occurrence of unanticipated events. The
inclusion of any statement in this release does not constitute an
admission by the Company or any other person that the events or
circumstances described in such statement are material.
Important Additional Information
The Company, its directors
and certain of its executive officers may be deemed to be participants
in the solicitation of proxies from Company shareholders in connection
with the matters to be considered at the Company’s 2015 Annual Meeting.
The Company has filed a definitive proxy statement and form of WHITE
proxy card with the SEC in connection with any such solicitation of
proxies from Company shareholders. COMPANY SHAREHOLDERS ARE STRONGLY
ENCOURAGED TO READ THE DEFINITIVE PROXY STATEMENT AND ACCOMPANYING WHITE
PROXY CARD AS THEY CONTAIN IMPORTANT INFORMATION. Information
regarding the identity of potential participants, and their direct or
indirect interests, by security holdings or otherwise, is set forth in
the proxy statement and other materials filed by the Company with the
SEC. Shareholders will be able to obtain any proxy statement, any
amendments or supplements to the proxy statement and other documents
filed by the Company with the SEC for no charge at the SEC’s website at www.sec.gov.
Copies will also be available at no charge at the Company’s website at www.childrensplace.com,
by writing to The Children’s Place, Inc. at 500 Plaza Drive, Secaucus,
NJ 07094, or by calling the Company’s proxy solicitor, MacKenzie
Partners, toll-free at (800) 322-2885.
If you have any questions, please call MacKenzie Partners
at the
phone numbers listed below.
MacKenzie Partners, Inc.
105 Madison Ave.
New York, NY 10016
proxy@mackenziepartners.com
(212) 929-5500 (Call Collect)
Or
TOLL-FREE (800) 322-2885
Source: The Children's Place, Inc.
Investor:
Mackenzie Partners, Inc.
Robert Vill,
201-453-6693
Group Vice President, Finance
or
Larry
Dennedy, 212-929-5239
Mackenzie Partners
or
Media:
Sard
Verbinnen & Co
Paul Caminiti/David Millar/Pamela Blum
212-687-8080