GCP Applied Technologies Announces Board Leadership and Board Committee Assignments

Rhea-AI Summary

GCP Applied Technologies has appointed Peter Feld, a 9% shareholder and managing member of Starboard Value, as the independent Chairman of the Board. Additionally, the company has restructured its board committee memberships, establishing a new Strategy, Operating and Risk Committee tasked with performance enhancement. The previous Corporate Responsibility Committee has been merged with the Nominating and Governance Committee. Feld emphasized collaboration with management and a continued focus on governance enhancements for shareholder benefits.

Positive

• Peter Feld's appointment as independent Chairman could lead to improved strategic direction.
• Establishment of a new Strategy, Operating and Risk Committee may enhance operational performance.

Negative

• None.

CAMBRIDGE, Mass., June 04, 2020 (GLOBE NEWSWIRE) -- GCP Applied Technologies, Inc. (NYSE:GCP)(“GCP” or the “Company”), a leading global provider of construction products technologies, today announced that Peter Feld, managing member of Starboard Value, a 9% shareholder of GCP, was named independent Chairman of the Board.

GCP also announced certain changes to the board committee structures and membership and the creation of a new Strategy, Operating and Risk Committee which will work with management to analyze opportunities to further enhance performance at GCP.  In addition, the Corporate Responsibility Committee has been combined with the existing Nominating and Governance Committee.

The new board committee assignments are as follows:

Audit:
Marran H. Ogilvie (Chair)
Armand Lauzon
Andrew M. Ross
Linda J. Welty

Compensation:
Janet P. Giesselman (Chair)
Kevin W. Brown
Clay H. Kiefaber

Nominating and Governance and Corporate Responsibility:
Robert H. Yanker (Chair)
Janet P. Giesselman
Marran H. Ogilvie
Linda J. Welty

Strategy, Operating and Risk:
Clay H. Kiefaber (Chair)
Kevin W. Brown
Armand Lauzon
Andrew M. Ross
Robert H. Yanker

Commenting on these changes, Peter Feld, Chairman of the Board, said, “Following the election of the new board at the annual meeting of shareholders last week, we have moved quickly to reconstitute the board committees to ensure a smooth transition and seamless governance and oversight.  We will continue to evaluate additional opportunities to enhance our governance to best serve all shareholders of GCP.”

Feld continued, “The board would also like to thank management for welcoming us to GCP and working with us constructively through this transition.  We are excited about what we have seen and are looking forward to a strong partnership between the board and the management team.”

About GCP Applied Technologies
GCP is a leading global provider of construction products technologies that include additives for cement and concrete, the VERIFI^® in-transit concrete management system, high-performance waterproofing products, and specialty systems.  GCP products have been used to build some of the world’s most renowned structures.  More information is available at www.gcpat.com.

Investors:

GCP
investors@gcpat.com

This announcement contains “forward-looking statements,” within the meaning of Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934 and the Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the context of the statement and generally arise when GCP or its management is discussing its beliefs, estimates or expectations. Such statements generally include the words “believes,” “plans,” “intends,” “targets,” “will,” “expects,” “estimates,” “suggests,” “anticipates,” “outlook,” “continues,” or similar expressions. These statements are not historical facts or guarantees of future performance but instead represent only the beliefs of GCP and its management at the time the statements were made regarding future events which are subject to certain risks, uncertainties and other factors, many of which are outside GCP’s control. Actual results and outcomes may differ materially from what is expressed or forecast in such forward-looking statements. Forward-looking statements include, without limitation, statements about expected financial positions; results of operations; cash flows; financing plans; business strategy; operating plans; strategic alternatives; capital and other expenditures; competitive positions; growth opportunities for existing products; benefits from new technology and cost reduction initiatives, plans and objectives; and markets for securities. Like other businesses, we are subject to risks and uncertainties that could cause our actual results to differ materially from our projections or that could cause other forward-looking statements to prove incorrect. Factors that could cause actual results to materially differ from those contained in the forward-looking statements, or that could cause other forward-looking statements to prove incorrect, include, without limitation, risks related to: the cyclical and seasonal nature of the industries that GCP serves; foreign operations, especially in emerging regions; changes in currency exchange rates; business disruptions due to public health or safety emergencies, such as the novel strain of coronavirus ("COVID-19") pandemic; the cost and availability of raw materials and energy; the effectiveness of GCP’s research and development, new product introductions and growth investments; acquisitions and divestitures of assets and gains and losses from dispositions; developments affecting GCP’s outstanding liquidity and indebtedness, including debt covenants and interest rate exposure; developments affecting GCP’s funded and unfunded pension obligations; warranty and product liability claims; legal proceedings; the inability to establish or maintain certain business relationships and relationships with customers and suppliers or the inability to retain key personnel; the handling of hazardous materials and the costs of compliance with environmental regulations; extreme weather events and natural disasters. These and other factors are identified and described in more detail in GCP's Annual Report on Form 10-K, which has been filed with the U.S. Securities and Exchange Commission and is available online at www.sec.gov, and subsequent quarterly reports. Readers are cautioned not to place undue reliance on GCP’s projections and other forward-looking statements, which speak only as of the date thereof. GCP undertakes no obligation to publicly release any revision to its projections and other forward-looking statements contained in this announcement, or to update them to reflect events or circumstances occurring after the date of this announcement

FAQ

Who is the new independent Chairman of GCP Applied Technologies?

Peter Feld has been appointed as the new independent Chairman of GCP Applied Technologies.

What new committee has been established at GCP?

GCP has established a new Strategy, Operating and Risk Committee to enhance performance.

What percentage of GCP's shares does Peter Feld own?

Peter Feld is a 9% shareholder of GCP Applied Technologies.

What changes were made to GCP's board committee structures?

GCP restructured board committees and combined the Corporate Responsibility Committee with the Nominating and Governance Committee.

When was the announcement about GCP's board changes made?

The announcement was made on June 4, 2020.