BOSTON, Dec 12 (Reuters) - Dollar Tree said on
Sunday it offered to explore a settlement with Mantle Ridge and
hand a board seat to a former chief executive of a rival
retailer, saying the activist investment firm's decision to seek
control of its board is "unwarrantedly aggressive."
Dollar Tree is reacting publicly to Mantle Ridge's decision
late on Friday to nominate 11 directors and replace the entire
board as well as push the company to hire Richard Dreiling, a
former CEO of Dollar General Corp.
The company said it reached out to the investment firm,
which owns 5.7% of its common stock, with suggestions on how to
overhaul the board. It was ready to add Dreiling as a board
member and possibly also as a consultant.
Mantle Ridge would also have been given a say in selecting
another board member, Dollar Tree said.
But Mantle Ridge failed to respond to the suggestions, the
company said, noting it "never heard back from Mantle Ridge
until it received the letter nominating its slate to replace the
Mantle Ridge, run by Paul Hilal who honed his credentials as
an activist investor at William Ackman's Pershing Square Capital
Management, said in Friday's filing that the company would
benefit from a refreshed board.
Dollar Tree on Sunday countered that Mantle Ridge, which
traditionally invests in only one company at a time and has
successfully pushed for changes at railroad CSX and food
services company Aramark, came with no plan or new ideas.
Hilal and Mantle Ridge simply proposed changes in the board
and executive ranks and wanted Dreiling to be appointed
executive chairman, Dollar Tree said. "The breadth and depth of
the changes you suggest would be very disruptive and value
destructive," Dollar Tree wrote in a letter to Hilal that it
made public on Sunday.
A representative for Mantle Ridge did not immediately
respond to a request for comment.
Dollar Tree said it is still ready to engage constructively
with Mantle Ridge but warned that "handing control of the
company" to Hilal and Mantle Ridge is not in the best interest
of Dollar Tree, its shareholders or other stakeholders.
(Reporting by Svea Herbst-Bayliss; editing by Diane Craft)