12:43:01 EDT Tue 07 May 2024
Enter Symbol
or Name
USA
CA



Gildan Activewear Inc
Symbol GIL
Shares Issued 169,217,544
Close 2024-03-12 C$ 45.74
Market Cap C$ 7,740,010,463
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Gildan holder talks "diligence failures" media coverage

2024-03-13 13:18 ET - News Release

An anonymous director of Browning West reports

BROWNING WEST ADDRESSES RECENT MEDIA REPORTS THAT HIGHLIGHT THE GILDAN ACTIVEWEAR BOARD'S DILIGENCE FAILURES AND POOR JUDGEMENT WHEN APPOINTING VINCE TYRA AS CEO

Browning West LP, which is a long-term shareholder of Gildan Activewear Inc. and beneficially owns approximately 5 per cent of the company's outstanding shares, has issued the below statement.

"Recent media coverage and an independent research report suggest the board has presided over an egregious failure of due care and judgement by overlooking Mr. Tyra's seemingly inappropriate relationship with a subordinate -- who is currently an executive at Gildan -- during his time as CEO of Broder Bros. We question if the board uncovered this deeply troubling information during its CEO search process and how the sitting directors got comfortable appointing and retaining a CEO who felt it was acceptable to maintain such a relationship with someone who worked under him. We also question if the board considered that the historical relationship between these two executives creates undue conflicts and risk for Gildan shareholders and employees.

"No amount of deflecting and downplaying will allow the board to succeed in sweeping this inexplicable lapse in diligence and judgement under the rug. To be clear, Browning West had absolutely no role in the independent research report referenced in recent media coverage and will pursue legal action against any parties that claim otherwise. We believe it is important to emphasize this point given that the board has ramped up its PR machine and is pro-actively contacting media in an effort to push blame onto Browning West and shareholders, who have every right to be concerned about their investments in Gildan and to scrutinize the selection of a seemingly unfit CEO.

"We urge chairman Donald Berg and the board, as well as Mr. Tyra, to recognize that it is in the best interest of all Gildan stakeholders to commence an orderly resignation process and work with Browning West to reconstitute the majority of the board. The current directors have clearly failed in their assessment of Mr. Tyra in light of his record of value destruction, lack of critical manufacturing experience and apparent decision to carry on a relationship with a subordinate while he was CEO of Border Bros. Now is the time for Gildan to agree to appoint all of the highly qualified director candidates proposed by Browning West to the board, so that this unfortunate chapter in the company's history can end. This will allow for Gildan to once again focus on growing and strengthening its business and creating value for all of its shareholders."

Advisers

Olshan Frome Wolosky LLP is serving as legal counsel, Goodmans LLP is serving as Canadian legal counsel and IMK is serving as Quebec legal counsel. Longacre Square Partners is serving as strategic adviser and Pelican PR is serving as public relations adviser. Carson Proxy is serving as proxy adviser.

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