~ Distinguished Retail Executive Richard
Dreiling to Join Dollar Tree’s Board and Team as Executive
Chairman, Working with President and CEO Mike Witynski to Drive
Value Creation and Capture New Opportunities ~
~ Richard Dreiling, Mantle Ridge Founder
Paul Hilal, Five New Independent Directors Unaffiliated with Mantle
Ridge and Five Continuing Directors Will Comprise the Reconstituted
Twelve-Member Board ~
~ Board Structure to Include Newly Formed
Finance Committee and Separate Sustainability and Corporate Social
Responsibility Committee ~
Dollar Tree (Nasdaq: DLTR) (“Dollar Tree” or the “Company”)
today announced that, with the benefit of extensive input from
shareholders, it will move forward with a reconstituted Board of
Directors (the “Board”) that includes both current and new
directors. Under this plan, the Board will include distinguished
retail executive Richard (Rick) Dreiling as Executive Chair, Paul
Hilal, founder and CEO of Mantle Ridge LP, as Vice Chair, five
other new directors, and five continuing directors. The Board will
add a new Finance Committee and will restructure the existing
Nominating, Governance and Sustainability and Compensation
Committees in order to create a new, separate committee focused on
Sustainability and Corporate Social Responsibility.
“I have long respected the incredible success of Dollar Tree and
how the Company, under the stewardship of Bob Sasser, transformed
the discount retail environment,” said Rick Dreiling. “I am
extremely excited about the opportunity to support Dollar Tree’s
growth and leverage my decades of experience to advance and
accelerate the Company’s value creation initiatives. I look forward
to working closely with the Board and the Company’s President and
CEO, Michael Witynski and the Company’s dedicated employees to
drive value for our shareholders, customers, employees and
suppliers.”
In addition to Mr. Dreiling and Mr. Hilal, the Company will
benefit from the experience and backgrounds of five additional new
independent directors: Ned Kelly, Cheryl Grisé, Daniel Heinrich,
Mary Laschinger and Bertram Scott. Dollar Tree’s President and
Chief Executive Officer Michael Witynski and current independent
directors Thomas Dickson, Jeffrey Naylor, Winnie Park and Stephanie
Stahl will continue serving on the Board. Consistent with the
Company’s previously disclosed waterfall strategy for director
retirements and the planned departures of longer-tenured directors,
Bob Sasser, Arnold Barron, Gregory Bridgeford, Lemuel Lewis, Carrie
Wheeler and Thomas Whiddon, will retire from the Board. Following
this refreshment, the Board will continue to be diverse,
incorporate retail and industry expertise and leadership experience
in the independent directors, and will comprise 12 directors as of
the 2022 Annual Meeting.
“Dollar Tree has a powerful legacy to build on in the years
ahead, with special thanks to the departing and continuing
directors who have always advanced what is best for the business
and the many constituencies we serve,” said Michael Witynski,
President, Chief Executive Officer and director. “Rick Dreiling is
a strong retail leader with established bona-fides in helping
businesses succeed, and I have welcomed the time and dialogues I
have already had with Rick. I look forward to this opportunity to
partner with him as we begin the next chapter of growth and success
for Dollar Tree and build on the Company’s legacy. We also
appreciate Mantle Ridge as true long-term stewards. We value their
engagement with us, and respect how they have, since day one,
worked constructively, with integrity, and in good faith alongside
us to advance the best interests of all stakeholders. We look
forward to working closely with them as invaluable partners over
the many years ahead.”
“I look forward to working closely with Mike, Rick, and the
Board to help Dollar Tree deliver the most value for all of its
stakeholders,” said Paul Hilal. “I want to thank the Dollar Tree
directors, including those departing the Board, for the openness
and engagement that drove this positive outcome, and especially Bob
Sasser. Bob’s drive, creativity and commitment to customers,
shareholders and all stakeholders established the platform from
which Dollar Tree will continue to thrive, grow and win in the
marketplace in this next chapter.”
These board transitions will take effect following the filing of
the Company’s Form 10-K for the recently completed fiscal year,
which is expected to occur later this month.
About Dollar Tree, Inc.
Dollar Tree, a Fortune 200 company, operated more than 16,000
retail discount stores in 48 states and five Canadian provinces as
of January 29, 2022. Stores operate under the brands of Dollar
Tree, Family Dollar and Dollar Tree Canada. To learn more about the
Company, visit www.DollarTree.com.
About Mantle Ridge
Founded in 2016 by Paul Hilal, Mantle Ridge LP is a
fully-aligned, engaged corporate steward that works closely and
constructively with companies to enhance value for all
stakeholders. Mantle Ridge engages with the objective of creating
material, durable value over the long-term, recognizing the vital
importance of sustainability and corporate social responsibility.
Mantle Ridge has raised separate, single-investment, five-year
special purpose vehicles to support its engagements with CSX
Corporation and Aramark. Before launching Mantle Ridge, Mr. Hilal
played a leading role in engagements with Canadian Pacific and Air
Products and Chemicals.
Additional Information
Dollar Tree plans to file a proxy statement with the U.S.
Securities and Exchange Commission (the “SEC”) in connection with
its solicitation of proxies for its 2022 Annual Meeting of
Stockholders (the “2022 Annual Meeting”). Dollar Tree stockholders
are strongly encouraged to read the definitive proxy statement (and
any amendments and supplements thereto) and accompanying white
proxy card and any other relevant solicitation materials when they
are filed as they will contain important information. Stockholders
may obtain the proxy statement, any amendments or supplements to
the proxy statement and other documents as and when filed by Dollar
Tree with the SEC without charge from the SEC’s website at
www.sec.gov.
Certain Information Regarding
Participants
Dollar Tree, its directors and certain of its executive officers
may be deemed to be participants in connection with the
solicitation of proxies from Dollar Tree stockholders in connection
with the matters to be considered at the 2022 Annual Meeting.
Information regarding the ownership of Dollar Tree’s directors and
executive officers in Dollar Tree stock is included in their SEC
filings on Forms 3, 4 and 5, which can be found through the SEC’s
website at www.sec.gov. 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 to be filed with the SEC. These
documents can be obtained free of charge from the sources indicated
above.
Cautionary Statements Regarding
Forward-Looking Information
This communication may contain certain “forward-looking
statements” as that term is used in the Private Securities
Litigation Reform Act of 1995. Forward-looking statements can be
identified by the fact that they address future events,
developments and results and do not relate strictly to historical
facts. Any statements contained herein that are not statements of
historical facts may be deemed to be forward-looking statements.
Forward-looking statements include, without limitation, statements
preceded by, followed by or including words such as “believe,”
“anticipate,” “expect,” “intend,” “plan,” “view,” “target” or
“estimate,” “may,” “will,” “should,” “predict,” “possible,”
“potential,” “continue,” “strategy,” and similar expressions.
Although Dollar Tree believes that the expectations reflected in
these forward-looking statements are reasonable, these statements
are not guarantees of future performance and involve risks and
uncertainties, which are subject to change based on various
important factors (some of which are beyond Dollar Tree’s control).
Moreover, new risks and uncertainties emerge from time to time and
it is not possible for Dollar Tree to predict all risks and
uncertainties that could have an impact on its forward-looking
statements. More detailed information about these factors may be
found in filings made by Dollar Tree with the SEC, including Annual
Reports on Form 10-K and Quarterly Reports on Form 10-Q. Dollar
Tree is under no obligation to, and expressly disclaims any such
obligation to, update or alter forward-looking statements, whether
as a result of new information, future events, or otherwise.
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version on businesswire.com: https://www.businesswire.com/news/home/20220307006013/en/
Dollar Tree, Inc. Randy Guiler, 757-321-5284 Vice President,
Investor Relations www.DollarTree.com DLTR-G
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