Macy’s strikes a deal with buy-out suitor Arkhouse Management Co.

The proposal to take Macy’s Inc. private lives on, but the heat may be coming down a bit.

Macy’s strikes a deal with buy-out suitor Arkhouse Management Co.

NEW YORK – The proposal to take Macy’s Inc. private lives on, but the heat may be coming down a bit.

Macy’s Inc. this morning announced it will seat two new independent directors on its board, effective immediately. Richard (Ric) Clark and Richard (Rick) L. Markee will also join the company’s Finance Committee, which is tasked with reviewing Arkhouse and Brigade’s proposal to acquire Macy’s – along with any alternatives.

In exchange, Arkhouse has agreed to withdraw its slate of nominees, pulling the plug on its proxy fight for control of Macy’s board.

The New Directors

Clark’s experience includes nearly four decades in real estate, mergers and acquisitions and capital markets. He is co-founder and managing partner of WatermanClark, a vertically integrated real estate investment and operating company.

He was previous chairman and CEO of Brookfield Property Group, Brookfield Property Partners and Brookfield Office Properties. The group grew to manage assets of more than $200 billion, including retail, office, multifamily, industrial and hotel real estate.

Markee previously held several senior leadership roles at Vitamin Shoppe Inc., including non-executive chairman, executive chairman and CEO.

Earlier in his career, he also held senior positions at Toys “R” Us, Inc., including vice chairman, and president of Babies “R” Us and Toys “R” Us U.S. He currently serves on the board of Five Below, Inc. and previously served as a director of Collective Brands Inc., the Sports Authority Inc., Dorel Industries Inc. and Pet Supplies Plus.

“The appointment of Clark and Markee to the board and the Finance Committee, which is tasked with reviewing our proposal and any alternative transactions, will ensure that our discussions continue to be constructive and that our proposal is treated seriously and expeditiously,” Arkhouse managing partners Gavriel Kahane and Jonathon Blackwell said in a statement issued this morning.

What Next?

Arkhouse clearly remains interested in taking Macy’s Inc. private. Macy’s today noted that it will continue its engagement with Arkhouse and Brigade regarding their proposal.

Macy’s also implemented a pair of board changes of its own today. Company CEO Tony Spring is now chairman of the board. Douglas Sesler, whose nomination to stand for election to the board at the 2024 annual shareholders meeting, has been appointed as an independent director.

Both changes follow the planned retirements of former Macy’s Inc. CEO Jeff Gennette and Frank Blake from the board.