Evansville-based Berry Global Group Inc. (NYSE: BERY) says it has reached a cooperation agreement with shareholders Ancora Holdings Group LLC in Ohio and Eminence Capital LP in New York. The move comes about a year after Ancora called for a comprehensive review of “strategic alternatives” for the plastic packaging products maker.
Ancora, which owns 1% of Berry’s outstanding shares, issued a letter in November 2021 claiming “several years of share price underperformance” from Berry. The company says the Berry Board of Directors should examine all alternatives, including a possible sale.
As part of the cooperation agreement, Berry and the shareholders are planning to form a capital allocation committee to review the company’s strategy.
“We appreciate the productive private engagement we have had with the Board and management regarding the Board’s refreshment efforts,” Ancora CEO Fredrick DiSanto said in written remarks. “We believe Berry is positioned for a strong future and can drive enhanced value for all stakeholders.”
Additionally, Berry has announced the appointments of three new independent members of its board of directors.
Berry says it will appoint Meredith Harper, currently senior vice president and chief information security officer for Connecticut-based Synchrony Financial (NYSE: SYF), at its 2023 Annual Meeting of Shareholders. Harper will succeed Paula Sneed, who has chosen to retire from the board.
In collaboration with Ancora and Eminence, Berry has also agreed to appoint Chaney Sheffield, partner at Canyon Partners LLC in Texas, and Peter Thomas, CEO of Ohio-based Ferro Corp., to the board. Sheffield will join the board immediately, while Thomas will act as a non-voting observer until officially joining the board following the 2023 Annual Meeting.
“We are pleased to strengthen our Board by adding Chaney, Peter and Meredith, who collectively possess a wealth of additive expertise in areas such as capital allocation, corporate governance, cybersecurity and strategic planning,” said Berry CEO Tom Salmon. “On behalf of the Board, we thank Paula for her distinguished service and many contributions to the Company since joining as an independent director in March 2018.”
Berry says Sheffield will chair the capital allocation committee, which will initially include three additional current board members. Thomas will serve as an observer of the committee, then assume full membership after joining the board.
The company says the committee will make recommendations to the board and support management’s review of the company’s capital allocation strategy.