Investor group Barington insists on the appointment of Victoria’s Secret board members who possess expertise in rejuvenating brands, operational efficiency, global market growth, and boosting shareholder returns.
Barington also describes Victoria’s Secret’s shareholder rights plan as a “poison pill” and argues it could discourage propositions that might otherwise increase the company’s value. It believes it portrays a negative signal to the market.
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Barington has a stake of over 1% in the company’s outstanding common shares and has criticised the brand’s performance following its 2021 spin-off from L Brands.
In a letter to Victoria’s Secret & Co chairperson Donna James, Barington CEO James Mitarotonda claimed the existing board has overseen a “destruction of $2.4bn in shareholder value”, while approving capital expenditures and acquisitions worth $1.8bn, which it says has “little demonstrable return”.
Mitarotonda has questioned the qualifications of current executives such as CEO Hillary Super, alleging they lack the essential experience and strategic insight for an effective recovery.
He also questioned Super’s decision to diversify into secondary and athleticwear lines rather than concentrating on the core business and global expansion.
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By GlobalData“Her focus on re-launching secondary brands such as Pink and expanding into athleticwear, while failing to prioritise the company’s core business and international growth, indicates to us a troubling lack of strategic focus. Moreover, internal rhetoric referring to senior leadership as a “super squad” appears arrogant and unjustified given the company’s declining performance,” the letter reads.
The investor also calls for accountability from the board of directors, noting that six out of nine directors were part of the board during the period of decline.
Plus, it claims two independent directors do not have sufficient experience in scaling global consumer brands.
“We believe that Victoria’s Secret requires a reconstituted board comprised of directors with proven experience in brand revitalisation, operational execution, international expansion, and shareholder value creation,” Mitarotonda said.
In its fiscal 2024 fourth-quarter report, Victoria’s Secret showed operating income and earnings per share that surpassed expectations, along with a 5% increase in comparable sales.
The company posted net sales of $2.10bn for Q4, slightly up from $2.08bn during the same period in the previous year.
Barington Capital’s recommendations for Victoria’s Secret
1. Refocus on core brand strengths – Prioritise main product lines to rejuvenate the brand’s essence through excellence, creativity, and a cohesive brand story. This involves reinstating strict merchandising rules, initiating dynamic and creative marketing initiatives, and where it makes sense, bringing back popular historical features like the renowned Angels campaign.
2. Propel expansion in digital and global arenas – These sectors have demonstrated potential but seem to have stalled. Renewed investment and clear strategic direction in these areas can release significant value.
3. Simplify the business structure – Remove initiatives that are not performing well or are causing distractions in order to regain focus and improve profitability.
A Victoria’s Secret spokesperson told Just Style: “Barington has not sought to engage with us, but we look forward to discussing their views with them. As outlined on our March and June earnings calls, bras and beauty are at the centre of the Victoria’s Secret Path to Potential strategy, and these efforts are showing momentum in spite of the challenging market environment.
“While we have more work to do, we are already delivering meaningful progress, including exceeding revenue and adjusted operating income guidance in the first quarter. We are confident that executing our strategy under the new and experienced leadership team will continue to unlock value for our shareholders.”
In December of the previous year, Barington Capital Group together with Thor Equities advised Macy’s to explore structural changes after a 2.4% drop in net sales for Q3.
