Venator shareholders back management

Dissident slate loses, as does name change

Footwear

July 17, 1999|By BLOOMBERG NEWS

BRADENTON, Fla. -- Venator Group Inc., the biggest U.S. athletic shoe retailer, said yesterday that shareholders defeated a dissident slate of board nominees proposed by its largest shareholder.

The operator of the Foot Locker and Champs sporting-goods chains, formerly known as Woolworth Corp., said holders voted 70 percent for its slate, rejecting the four nominees from Greenway Partners LP, which holds about 14 percent of Venator's shares.

The shareholders also defeated separate proposals from Greenway to change Venator's name back to Woolworth and to revoke its "poison pill" anti-takeover measure, by 70 percent and 80 percent margins, respectively.

"Our shareholders have sent a clear message -- it's important to let Venator continue to pursue its business plan without further cost and distraction," Venator Chairman and Chief Executive Roger Farah said.

Farah addressed shareholders at the company's annual meeting in Bradenton. Venator is based in New York.

The retailer's shares have dropped 35 percent in the past year. It posted a fiscal first-quarter loss because of higher real-estate costs as it added new stores. Venator also lost money most of last year, hurt by weak sales and price markdowns forced by heightened competition.

Institutional Shareholder Services had advised Venator shareholders this week to oppose Greenway's nominees, saying the dissident group lacked fresh ideas for the business.

Still, Proxy Monitor, another shareholder advisory group, last week supported the Greenway slate, noting that Venator's results continue to trail its peers.

Greenway's slate of nominees included the investment fund's two managers, former Carl Icahn associates Alfred D. Kingsley and Gary K. Duberstein.

Another Greenway nominee was Howard Stein, the retired chairman and chief executive of mutual fund manager Dreyfus Corp.

The fourth was Andrew P. Hines, former chief financial officer of Venator. He now holds the same position at Outboard Marine Corp., which was taken over by a Greenway-led group in 1997.

Venator's shares rose 12.5 cents yesterday to close at $11.75. While they have fallen over the last 12 months, they have rebounded sharply from a low of $3.1875 in February.

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