Faced with a proxy fight, Macy’s announced the nomination of Douglas Sesler, founder and president of Fair Street Partners, to stand for election to the company’s board of directors at its 2024 annual meeting of shareholders.
Arkhouse Management Co. has nominated a slate of directors as part of its bid to acquire the company with Brigade Capital Management as its partner in the move. Among the complaints Arkhouse, in its acquisition attempt, has made about the existing Macy’s board is a lack of real estate expertise. Sesler is a real estate industry executive with more than 35 years of experience across advisory, investing and finance, Macy’s said in announcing his nomination. In 2021, he founded Fair Street Partners, a private real estate investment and development platform actively investing in real estate developments including conversion of retail real estate for alternative use. He also acts as a financial advisor related to real estate investments and restructurings, Macy’s added.
Before founding the firm, Sesler served as head of real estate for Macy’s, where he was responsible for the company’s real estate portfolio totaling more than 100 million square feet and the monetization and development of over $2 billion worth of real estate. Sesler also has held various leadership roles at True Square Capital, Bank of America Merrill Lynch, where he was head of global real estate principal investments and co-head of real estate investment banking, Citigroup, for which he acted as managing director of global real estate investment banking, Travelers Realty Investment Co. and Chemical Bank, now J.P. Morgan, Macy’s pointed out.
“Doug will bring to our board a unique combination of experience at real estate investment and financial services firms, along with an intimate understanding of our company and its real estate assets,” said Tony Spring, Macy’s CEO and chairman-elect “He has a long track record of success in leading and implementing value-generating real estate portfolio management strategies and transactions. I am confident Doug’s skill sets will complement those of our other directors and advance our efforts to unlock value for our shareholders as we advance A Bold New Chapter strategy.”
Arkhouse has filed its slate of nine directors with the United States Securities and Exchange Commission as part of its bid to take over the board and acquire Macy’s with its partner.
In actions since rejecting the Arkhouse-led bid, Macy’s Spring issued a statement to employees addressing the acquisition attempt and board elections that read in part:
I want to let you know about two external communications that our company issued today.
First, we filed a preliminary proxy statement with the Securities and Exchange Commission . For those unfamiliar, this filing contains information regarding our company and our Annual Meeting of Shareholders on May 17, 2024.
The preliminary proxy filing also contains details about our discussions with Arkhouse and Brigade. As part of the board’s review of Arkhouse and Brigade’s latest unsolicited, non-binding proposal, the board has proposed these firms sign a confidentiality agreement to enable due diligence. It is important to recognize that, as we have said in previous communications, no agreement regarding any transaction has been reached and no decision to pursue any transaction has been made.
With the filing of the preliminary proxy, the cadence of our external communication may increase, and we anticipate ongoing attention on Macy’s, Inc. As a public company, while we’re likely to be limited in what we can say beyond these communications, we will continue to keep you updated when there’s meaningful information to share. Of course, if you have questions, we encourage you to reach out to your people leader.
Second, we issued a press release announcing that Doug Sesler, formerly head of real estate for Macy’s, Inc., will be standing for election to our board of directors at our upcoming Annual Meeting of Shareholders. Some of you may remember Doug from when he oversaw our real estate portfolio, and we are pleased at the prospect of him joining the board. We are confident his expertise and perspectives will be additive to the diverse skill sets of our other directors.
