Confirms Receipt of Director Nominations; No Shareholder Action Required at This Time; Eagle’s Previously Announced Strategic Portfolio Review is Underway
Eagle’s Board is committed to delivering long-term value for all shareholders, and is open-minded and receptive toward ideas that advance this objective.
As announced on
The Board’s independent directors, who have extensive operational, financial and transactional experience, are deeply involved with the strategic portfolio review and believe that execution of the review already underway with the existing Board will result in the most efficient, thorough and timely result. The review is ongoing and the Company does not intend to publicly discuss or disclose developments with respect to this process unless and until the Board has approved a definitive action, or the process is otherwise concluded.
Notwithstanding the ongoing strategic review, the Board and management
team are executing a strategy designed to strongly position the Company
for growth and value creation across industry cycles. The Company also
recently announced Board authorization for the repurchase of an
additional 10.0 million shares of common stock, bringing the Company’s
total repurchase authorization to 10.7 million shares, or nearly 25% of
the Company’s outstanding share capital. These authorized repurchases
are in addition to the nearly
The Eagle Board will continue to take actions that it believes are in the best interests of the Company and all of its shareholders.
The Eagle Board will review Sachem Head’s materials and will present its
formal recommendation regarding director nominations and any shareholder
proposals in the Company’s definitive proxy materials that will be filed
This press release includes certain 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, including statements about expected results, the strategic portfolio review process, potential transactions and other matters that are not historical facts. Forward-looking statements may be identified by the context of the statement and generally arise when the Company is discussing its beliefs, estimates or expectations. These statements are not historical facts or guarantees of future performance but instead represent only the Company’s belief 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 the Company’s control. Actual results and outcomes may differ materially from what is expressed or forecast in such forward-looking statements. All forward-looking statements made herein are made as of the date hereof, and the risk that actual results will differ materially from expectations expressed herein will increase with the passage of time. The Company undertakes no duty to update any forward-looking statement to reflect future events or changes in the Company’s expectations. Please refer to the publicly filed documents of the Company, including the most recent Forms 10-K and 10-Q, for additional information about the Company and about the risks and uncertainties related to the Company’s business which may affect the statements made in this press release.
Important Information and Where to Find It
The Company intends to file a proxy statement on Schedule 14A and other
relevant documents with the
Certain Information Regarding Participants in the Solicitation
The Company, its directors, its executive officers and its nominees for
election as director may be deemed participants in the solicitation of
proxies from shareholders in connection with the matters to be
considered at the Company’s 2019 Annual Meeting of Shareholders.
Information about the Company’s directors and executive officers is
available in the Company’s proxy statement, dated
For additional information, contact at 214-432-2000.
Robert S. Stewart
Executive Vice President, Strategy, Corporate Development and Communications
Joele Frank, Wilkinson Brimmer Katcher
Jim Golden / Clayton Erwin / Sophie Throsby
(212) 355 4449