Macellum Issues Statement Regarding Kohl’s'; Annual Meeting and Its Commitment to Holding the Board Accountable Until Meaningful Shareholder Value is Unlocked

Rhea-AI Summary

Macellum Advisors, holding nearly 5% of Kohl’s (NYSE: KSS), issued a statement following a contentious board election. Managing Partner Jonathan Duskin expressed gratitude to supportive shareholders, noting that the close vote reflects skepticism regarding the Board's management of the sale process. Macellum asserts that this vote was a mandate for a sale and anticipates a transaction soon. They stated that if Kohl’s remains unsold, all directors should be held accountable for the unrealized value. Macellum has a history of effecting change in underperforming companies.

Positive

• Macellum holds a significant stake (nearly 5%) in Kohl's, indicating considerable interest in the company's direction.
• The close vote suggests a substantial level of shareholder support for change, potentially influencing future board decisions.

Negative

• The Board's handling of the sale process has been met with skepticism from the market, raising concerns about their effectiveness.
• Failure to sell Kohl's could lead to accountability issues for directors regarding unrealized shareholder value.

NEW YORK--(BUSINESS WIRE)-- Macellum Advisors GP, LLC (together with its affiliates, “Macellum” or “we”), a long-term holder of nearly 5% of the outstanding common shares of Kohl’s Corporation (NYSE: KSS) (“Kohl’s” or the “Company”), today issued the following statement attributable to its Managing Partner, Jonathan Duskin:

“On behalf of myself, my firm and all our nominees, I want to thank the shareholders who supported us and those who evaluated our case for change. It’s unfortunate that many investors voting for the incumbents seem to have bought into the narrative that change in the boardroom would be too disruptive during a sale process and possibly delay or jeopardize a near-term transaction. Although we respect the outcome of this year’s contest, we firmly believe the close vote validates the concerns we have articulated about the current Board and its questionable handling of its ongoing sale process. We believe the Board should not misconstrue today’s result as a ringing endorsement of its preferred operating plan, which has been met with considerable market skepticism.

In short, we contend this vote was a shareholder referendum for a sale, and we look forward to learning of an announced transaction on the quickest possible horizon. However, if Kohl’s is not sold, all directors need to be held accountable for any value that is not realized. We certainly will be there to bring that accountability if very meaningful value is not created in the coming months.”

About Macellum

Macellum Capital Management is an activist investment firm, with deep expertise in the retail and consumer sectors, founded in 2009 by Jonathan Duskin. Macellum invests in undervalued companies that it believes can appreciate significantly in value as a result of a change in corporate strategy or improvements in operations, capital allocation or corporate governance. Macellum’s investment team, advisors and network of industry experts draw upon their extensive strategic, operating and boardroom experience to assist companies in designing and implementing initiatives to improve long-term shareholder value. Macellum prefers to constructively engage with management to improve its governance and performance for the benefit of all stockholders. However, when management is entrenched, Macellum has run successful proxy contests to effectuate meaningful change. Macellum has run successful election contests to effectuate meaningful change at many companies, including at The Children’s Place Inc., Citi Trends, Inc., Bed Bath and Beyond and Big Lots, Inc. Learn more at www.macellumcapitalmanagement.com.

View source version on businesswire.com: https://www.businesswire.com/news/home/20220511006018/en/

Longacre Square Partners

Greg Marose / Casie Connolly, 646-386-0091

macellum@longacresquare.com

Source: MACELLUM ADVISORS GP, LLC

FAQ

What was Macellum Advisors' statement about Kohl’s Corporation on October 2023?

Macellum Advisors expressed their concerns about the Board's handling of the sale process and stated that the close vote was a shareholder mandate for a sale.

What does Macellum Advisors own in Kohl’s Corporation?

Macellum Advisors holds nearly 5% of the outstanding common shares of Kohl's Corporation (NYSE: KSS).

What implications does the recent vote have for Kohl’s stock (KSS)?

The close vote indicates a lack of confidence in the current Board, suggesting potential volatility for KSS stock if the sale process continues to be ineffective.

How does Macellum Advisors plan to hold the Board accountable?

Macellum Advisors stated they will seek accountability from all directors for any unrealized value if Kohl's is not sold.