Delta Apparel, Inc. agreed to appoint Timothy Brog as a new independent director to its board to avoid a proxy battle with Forager Capital Management, an Alabama-based hedge fund management firm.
In mid-October, Forager Capital sent a letter to Delta Apparel, Inc., stating its intention to nominate four directors for election at Delta Apparel, Inc.’s 2024 annual shareholders meeting. The four candidates would have been Brog, David Berry, Matthew Dickman, and Susan Westphal.
In a regulatory filing on Tuesday, Delta Apparel said it entered into a Cooperation Agreement with Forager Capital in which it agreed to include Brog among the company’s slate of director nominees for election at its 2024 Annual Meeting.
Forager also agreed to certain customary standstill restrictions during the Cooperation Period, including restrictions against acquiring any shares of the company’s common stock that would result in Forager beneficially owning more than 19.9 percent of the company’s outstanding common stock.
The agreement’s term ends just before Delta’s 2025 Annual Shareholders Meeting. Forager Capital, led by Edward Kissel, owned 4.9 percent of Delta’s shares as of October 11, 2023.
Photo courtesy Delta Apparel
