The Chefs? Warehouse Reaches Cooperation Agreement with Legion Partners Asset Management
March 05, 2024 at 02:40 am IST
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On March 4, 2024, The Chefs? Warehouse, Inc. announced that it has entered into an agreement with Legion Partners Asset Management, LLC and certain of its affiliates. The Company stated that as contemplated by the Cooperation Agreement, on March 4, 2024, the Company temporarily increased the size of the Company?s Board of Directors to 14 members and appointed 2 new independent directors, Richard N. Peretz and Wendy M. Weinstein, to the Board.
The Company has also agreed to nominate Richard N. Peretz and Wendy M. Weinstein for election at the Company?s 2024 annual meeting of stockholders. Further, as provided in the Cooperation Agreement, a third new independent director, Lester Owens, was appointed to the Board on March 4, 2024, and would be nominated for election at the Company?s 2024 annual meeting. The Company also stated that Legion Partners has agreed to vote its shares in support of any director nominated and recommended by the Board at the Company?s 2024 annual meeting, in addition to certain customary standstill provisions and other voting agreements for the duration of the standstill period.
The Chefs' Warehouse, Inc. is a distributor of specialty food products in the United States, the Middle East and Canada. The Company offers stock-keeping units (SKUs), ranging from specialty foods and ingredients to basic ingredients and staples, produce and center-of-the-plate proteins. Its product categories include center-of-the-plate, dry goods, pastry, cheeses and charcuterie, produce, dairy and eggs, oils and vinegars and kitchen supplies. It operates through the food product distribution segment, which is concentrated primarily in the United States. The Companyâs customer base consists primarily of menu-driven independent restaurants, fine dining establishments, country clubs, hotels, caterers, culinary schools, bakeries, patisseries, chocolateries, cruise lines, casinos and specialty food stores. Its center-of-the-plate products include custom cut beef, seafood and hormone-free poultry, as well as produce and food products, such as cooking oils, butter, eggs, milk and flour.