By Svea Herbst-Bayliss
NEW YORK (Reuters) – Proxy advisory firm Egan-Jones recommended that Kohl Corp shareholders elect four of the 10 board nominees nominated by activist investment firm Macellum Advisors as the department store considers selling itself.
Egan-Jones said shareholders should back Jeffrey Kantor, Pamela Edwards, Francis Ken Duane and Jonathan Duskin, Macellum’s founder and portfolio manager, arguing that the retailer has failed to properly address its underperformance.
“The board’s lack of commitment to value creation hinders the opportunities for growth and consideration of strategic alternatives that could be in the best interests of the Company and its shareholders,” the report, seen by Reuters, said.
“There is an urgent need for change in the board room to cease the trend of underperformance and instead, focus on unlocking shareholder value,” it said.
Kohl’s shareholders are set to vote for directors at the company’s annual meeting scheduled for Wednesday, May 11.
A representative for Kohl’s did not respond to a request for comment while a representative for Macellum declined to comment.
Previously Institutional Shareholder Services (ISS), Egan-Jones’ significantly larger rival, recommended that investors back two Macellum nominees; Jeffrey Kantor and Pamela Edwards.
This year’s vote comes after Macellum and several partners last year reached a settlement to drop a similar fight. In return the hedge funds got two of their nominees board seats. The company added a third independent director to the board at the same time.
Macellum has argued that Kohl’s has done too little to turn its business around and is now pressing the board to sell the company. The company said it has met with more than 20 potential buyers.
(Reporting by Svea Herbst-Bayliss; Editing by Chizu Nomiyama)