FORT MYERS, Fla., May 25, 2016 /PRNewswire/ -- Chico's FAS, Inc.
(NYSE: CHS) today announced that Susan
Lanigan has been appointed Executive Vice President and
General Counsel. Ms. Lanigan has 25 years of professional
experience and more than 15 years of business experience in the
retail industry, including serving as Executive Vice President,
General Counsel of Dollar General Corporation before entering
public service.
Shelley Broader, President and
Chief Executive Officer of Chico's FAS, said, "Susan brings a
remarkable record helping prominent national retailers successfully
navigate complex legal, compliance and regulatory issues.
Throughout her career, she has also been a strong partner to boards
and management, advising on strategic planning, business analysis
and governance matters. In this regard, she has already made
contributions to Chico's FAS as demonstrated by the governance
enhancements we are announcing today and on which she advised."
In connection with her appointment, Ms. Lanigan participated in
recent discussions regarding the Company's corporate
governance. Those discussions resulted in the following
governance enhancements announced today:
- Annual election of directors: In the proxy materials for
the 2016 Annual Meeting, the Chico's FAS Board of Directors intends
to include a recommendation "FOR" a Company-sponsored proposal to
declassify the Board by class over a three-year period, such that
the entire Board would stand for election at the 2019 Annual
Meeting.
- Codifying a policy regarding over-boarding: As part of
its governance policies and processes, Chico's FAS has adopted a
formal policy limiting directors to service on four public company
boards of directors, in addition to the Chico's FAS Board.
David F. Walker, Chairman of the
Chico's FAS Board, said, "With a new CEO, new strategic priorities
centered around our four focus areas and new team members, we are
entering a period of opportunity and renewed value creation for
Chico's FAS. The progress we are making is reflected in the
governance enhancements announced today as well as the actions we
have previously announced to improve our operations and financial
performance – with more to come. Shelley has clearly been a
positive change-agent for Chico's FAS, and one that we believe will
result in enhanced growth and value for all Chico's FAS
shareholders."
About Susan Lanigan
Ms. Lanigan most recently served as Chair of the Tennessee
Education Lottery Commission, a position to which she was appointed
by the Governor of the State of
Tennessee and approved by the State Legislature in
2014.
Previously, she served as Executive Vice President and General
Counsel of Dollar General Corporation from 2002 to 2013.
Among other accomplishments at Dollar General, Ms. Lanigan worked
with senior management and the Board in strategic planning and
growth initiatives during a time when the company grew from 5,000
to over 10,000 stores and from $11
billion to approximately $18
billion in revenues. During her tenure at Dollar
General, Ms. Lanigan gained extensive experience overseeing major
corporate transactions, including guiding the Company through a
$7 billion leveraged buyout, a
subsequent initial public offering and Dollar General's return to
public company status via an IPO. She worked extensively with
the Dollar General Board on identifying and recruiting qualified
independent directors. She had responsibility for the global import
compliance program for the Company, as well as the compliance
models for introducing the retail stores into new states and for
introducing new products in the stores.
Prior to Dollar General, she was General Counsel for Zale
Corporation. During her tenure at Zale, she oversaw two major
acquisitions. She had direct involvement with strategic planning as
well as identifying and cultivating new business opportunities,
such as the launch and ultimate sale of a private consumer credit
bank.
Prior to Zale, she was in-house counsel at Turner
Broadcasting.
Ms. Lanigan began her career as a litigation associate at
Troutman Sanders law firm. She graduated magna cum laude from
the University of Georgia School of
Law, and cum laude from University of
Georgia.
ABOUT CHICO'S FAS, INC.
The Company, through its brands – Chico's, White House Black
Market, and Soma is a leading omni-channel specialty retailer of
women's private branded, sophisticated, casual-to-dressy clothing,
intimates, complementary accessories, and other non-clothing
items.
As of April 30, 2016, the Company
operated 1,517 stores in the US and Canada and sold merchandise through franchise
locations in Mexico. The Company's
merchandise is also available at www.chicos.com, www.whbm.com, and
www.soma.com. For more detailed information on Chico's FAS, Inc.,
please go to our corporate website at www.chicosfas.com.
SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION
REFORM ACT OF 1995
Certain statements contained herein may contain certain
"forward-looking statements" within the meaning of Section 27A of
the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended, which reflect our
current views with respect to certain events that could have an
effect on our future financial performance, including but without
limitation, statements regarding our plans, objectives, and future
success of our store concepts, the implementation of our previously
announced restructuring program, and implementation of our program
to increase the sales volume and profitability of our existing
brands through four previously announced focus areas. These
statements may address items such as future sales, gross margin
expectations, SG&A expectations, operating margin expectations,
planned store openings, closings and expansions, future comparable
sales, inventory levels, and future cash needs. These statements
relate to expectations concerning matters that are not historical
fact and may include the words or phrases such as "expects,"
"believes," "anticipates," "plans," "estimates,"
"approximately," "our planning assumptions," "future outlook," and
similar expressions. Except for historical information, matters
discussed in such oral and written statements are forward-looking
statements. These forward-looking statements are based largely on
information currently available to our management and on our
current expectations, assumptions, plans, estimates, judgments and
projections about our business and our industry, and are subject to
various risks and uncertainties that could cause actual results to
differ materially from historical results or those currently
anticipated. Although we believe our expectations are based on
reasonable estimates and assumptions, they are not guarantees of
performance and there are a number of known and unknown risks,
uncertainties, contingencies, and other factors (many of which are
outside our control) that could cause actual results to differ
materially from those expressed or implied by such forward-looking
statements. Accordingly, there is no assurance that our
expectations will, in fact, occur or that our estimates or
assumptions will be correct, and we caution investors and all
others not to place undue reliance on such forward-looking
statements. Factors that could cause or contribute to such
differences include, but are not limited to, general economic and
business conditions, conditions in the specialty retail industry,
the availability of quality store sites, the ability to
successfully execute our business strategies, the ability to
achieve the results of our restructuring program, the ability to
achieve the results of our four focus areas, the integration of our
new management team, and those described in Item 1A, "Risk Factors"
and in the "Forward-Looking Statements" disclosure in Item 7.
"Management's Discussion and Analysis of Financial Condition and
Results of Operations" of our Form 10-K. There can be no assurance
that the actual future results, performance, or achievements
expressed or implied by such forward-looking statements will occur.
Investors using forward-looking statements are encouraged to review
the Company's latest annual report on Form 10-K, its filings on
Form 10-Q, management's discussion and analysis in the Company's
latest annual report to stockholders, the Company's filings on Form
8-K, and other federal securities law filings for a description of
other important factors that may affect the Company's business,
results of operations and financial condition. All written or oral
forward-looking statements that are made or attributable to us are
expressly qualified in their entirety by this cautionary notice.
The Company does not undertake to publicly update or revise its
forward looking statements even if experience or future changes
make it clear that projected results expressed or implied in such
statements will not be realized.
Additional Information
Chico's FAS, its directors and certain of its executive officers
may be deemed to be participants in the solicitation of proxies
from Company shareholders in connection with the matters to be
considered at the Company's 2016 Annual Meeting. The Company
intends to file a proxy statement and proxy card with the U.S.
Securities and Exchange Commission (the "SEC") in connection with
any such solicitation of proxies from Company shareholders. COMPANY
SHAREHOLDERS ARE STRONGLY ENCOURAGED TO READ ANY SUCH PROXY
STATEMENT AND ACCOMPANYING PROXY CARD WHEN THEY BECOME AVAILABLE AS
THEY WILL CONTAIN IMPORTANT INFORMATION. Information regarding the
ownership of the Company's directors and executive officers in
Company stock, restricted stock and options is included in their
SEC filings on Forms 3, 4, and 5, which can be found through the
Company's website (www.chicosfas.com) in the section "Investors" or
through the SEC's website at www.sec.gov. Information can
also be found in the Company's other SEC filings, including the
Company's Annual Report on Form 10-K for the year ended
January 30, 2016. More detailed
and updated information regarding the identity of potential
participants, and their direct or indirect interests, by security
holdings or otherwise, will be set forth in the proxy statement and
other materials to be filed with the SEC in connection with the
Company's 2016 Annual Meeting. Shareholders will be able to
obtain any proxy statement, any amendments or supplements to the
proxy statement and other documents filed by the Company with the
SEC for no charge at the SEC's website at www.sec.gov. Copies
will also be available at no charge at the Company's website at
www.chicosfas.com, by writing to Chico's FAS at 11215 Metro
Parkway, Fort Myers, FL 33966, or
by calling the Company's proxy solicitor, Innisfree, toll-free at
(877) 825-8971.
Contacts:
Investors:
Jennifer Powers
Vice President - Investor Relations
Chico's FAS, Inc.
(239) 346-4199
Arthur B. Crozier / Jennifer M. Shotwell / Jonathan E. Salzberger
Innisfree M&A Incorporated
(212) 750-5833
Media:
Barrett Golden / Leigh Parrish / Dan
Moore
Joele Frank
(212) 355-4449
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SOURCE Chico's FAS, Inc.