Anson Funds Management LP and Anson Advisors, Inc., the co-investment advisers of certain investment funds and significant shareholders of Gildan Activewear, Inc., became on of the latest investor groups to cry foul regarding the company’s Board of Directors action to oust the company’s CEO, Glenn Chamandy.
With the addition of Janus Henderson Group Plc on Monday and Oakcliff on Tuesday, the torch bearers now number eight firms, which together are estimated to hold more approximately 30 percent of Gildan shares, have voiced displeasure with the Gildan Board and its actions, with many calling for the resignation of the company’s Board Chairman, Donald C. Berg.
Anson issued the following statement regarding its views on the company’s Board of Directors’ poor handling of succession planning and calling for the Board to reinstate Chamandy as CEO immediately.
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Anson Funds has become increasingly concerned by the Board’s handling of succession planning and disregard for shareholder feedback. We disagree with the Board’s decision to remove Mr. Chamandy as CEO given his strong track record of value creation, and are calling for his immediate reinstatement and the implementation of a formal succession planning process including the engagement of Company shareholders.
The Board’s mishandling of the succession planning process to date and its actions thereafter have resulted in an incredibly value-destructive distraction that must be immediately addressed. We are further troubled by the Board’s decision to strike a backroom deal granting an individual shareholder a board seat in exchange for their support before engaging with other investors to discuss the Company’s approach to succession planning. Instead, Company shareholders had to read about the Board’s views on Mr. Chamandy in press reports, which we have since learned are false accusations. Specifically, the Board’s commentary regarding M&A appears designed to perpetuate this distraction at the cost of what should be its key focus: succession planning.
We believe the best course of action is to immediately reinstate Mr. Chamandy, especially considering Vince Tyra seemingly lacks the skills required to lead Gildan into its next stage of growth.
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On Tuesday, Oakcliff Capital, a long-term shareholder of Gildan Activewear Inc. issued its own letter to the Gildan Board of Directors :
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Board of Directors
Gildan Activewear Inc.
600 de Maisonneuve West, 33rd Floor
Montreal, Quebec
H3A 3J2, Canada
December 19, 2023
Dear Board of Directors,
Oakcliff Capital manages a concentrated portfolio of equity investments that we have chosen based on deep research, and that we seek to own for 5-10 years. We typically invest in 10-15 businesses run by talented and shareholder-friendly management teams.
We own 0.4% of Gildan’s shares outstanding. We made our investment in Gildan based on the quality of Gildan’s business and confidence in Glenn Chamandy’s leadership, as well as his plan to develop successors familiar with Gildan’s culture of manufacturing excellence.
The decision by Gildan’s board to fire Glenn without cause and replace him as CEO dismayed us. After working to understand the facts and the perspectives of different parties, we believe that the board’s decision was unwise and not in the interests of the company or its shareholders.
We believe that Glenn Chamandy needs to be reinstated as CEO and that the board needs to see a change in its chairman and the inclusion of two new members who are significant shareholders.
These changes should be made rapidly, as we believe that the uncertainty created by the board’s actions is bad for Gildan’s relationships with customers and employees.
Sincerely,
Bryan R. Lawrence
John J. Jamgochian
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The Gildan Board received at least six other letters of protest from large investor groups since its move last week to oust company founder and CEO Glenn Chamandy. The Anson letter is the first since the Board released that it had received support from another investment firm that received a Board seat in return for a commitment to further investment and support for the former CEO’s removal.
Gildan’s largest shareholder, Jarislowsky Fraser, Ltd., suggested on Friday that company Chairman Donald Berg should resign, according to reporting from Reuters, and “it heaped criticism on the Board for choosing Vincent Tyra as the new CEO.”
“The abrupt termination of Mr. Chamandy at age 61 to bring on a 58-year-old executive to lead the company into the next stage of its evolution and growth is concerning,” said Charles Nadim, head of research at Jarislowsky, in an e-mailed statement to Reuters.
According to Bloomberg, the firm owns 7.2 percent of Gildan’s shares. The firm also called into question the track record of Tyra, the company outsider and former Fruit of the Loom executive chosen by the Board to ascend to the CEO role in February.
Reuters further reported that Cooke & Bieler LP, which holds nearly 6 percent of Gildan’s shares, also backs a return of Chamandy.
The Cooke & Bieler LP objection came on the heels of a letter from Pzena Investment Management, LLC, an investment management firm with a 28-year history that beneficially owns over 10 million shares of Gildan Activewear, Inc. urging the Board to reverse course. The full text of the Pzena letter is as follows.
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Dear Gildan directors,
Our firm, Pzena Investment Management (“Pzena” or “we”), beneficially owns more than 10 million shares of Gildan Activewear Inc., making us one of the largest shareholders of the Company. We have been Gildan shareholders more than once in our firm’s history, and our current investment dates back to 2018. We are long-term, engaged shareholders and speak regularly with the management team.
We believe that Glenn Chamandy, Gildan’s former CEO, has a strong track record of operating and managing the business. His leadership and vision have been instrumental in designing and building Gildan’s low-cost, vertically-integrated manufacturing operation, which has been the backbone of the company’s success.
We disagree with the Board’s decision to terminate Glenn Chamandy and strongly urge the Board to reverse this decision and re-appoint Glenn Chamandy as the CEO of Gildan.
Sincerely,
Richard Pzena
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As investors take sides and battle over the Board’s actions, it sends clear messages to the market and the industry that the company is in turmoil. Employees are watching this play out, and it may be challenging for Tyra to win the hearts and minds of the Gildan team after the public comments made by those who invest in its business. GIL shares are rising and falling with each volley and commentary. It’s a no-win at this point.
Keep an eye here for updated reporting on this story as we watch it develop.
Read SGB Media’s reporting on the conversation below.
Gildan Board Hit With Strong Shareholder Blowback After CEO Ouster
Coliseum Capital Co-Founder Joins Gildan Board; Firm Plans Further Investment
Gildan’s Ousted CEO Denies Giving M&A Ultimatum to Directors
Lead photo provided under license with AdobeStock
