Business Services Industry
Talbots Adopts Revised Corporate Governance Initiatives for Board of Directors
Business Wire, July 31, 2008
Tsutomu Kajita Appointed Non-Executive Chairman of the Board and Gary Pfeiffer as New Independent Lead Director
HINGHAM, Mass. -- The Talbots, Inc. (NYSE: TLB) today announced revised corporate governance initiatives for its Board of Directors including the appointment of Mr. Tsutomu Kajita as non-executive Chairman of the Board, Mr. Gary Pfeiffer as independent Lead Director and the establishment of an Executive Committee of the Board.
Mr. Kajita, who has been a Director of the Company since 2005, has been appointed to serve as Chairman of the Board. He is Senior Vice President, International Operations for Aeon Company, Ltd., The Talbots, Inc. majority shareholder. Prior to his current position, Mr. Kajita served as Senior Advisor of Ripplewood Holdings, LLC from 2002 to 2005, and spent nearly a decade in various capacities at Mitsubishi Corporation.
Mr. Gary Pfeiffer has been named independent Lead Director of the Board, a newly established role which replaces that of the Presiding Director and elevates its responsibility to include serving as the Chair of the Board's newly created Executive Committee. Mr. Pfeiffer has been an independent Director of the Company since 2004, served as Presiding Director since May 2007 and currently Chair's the Company's Compensation Committee. He served as Senior Vice President and Chief Financial Officer of E. I. du Pont de Nemours and Company from 1997 through 2006, when he retired.
The newly created Executive Committee, which consists of the Chairman of the Board, (Mr. Tsutomu Kajita), the independent Lead Director (Mr. Gary Pfeiffer) and Talbots Chief Executive Officer and Board member (Ms. Trudy Sullivan) will assist the Board of Directors in overseeing the Company's financial and operational performance between regularly scheduled meetings of the Board, and take such actions and assume such other responsibilities as may be specifically delegated to it by the Board.
"These revisions to our Board strengthen our governance structure and enhance the oversight of the business and our Company's operations," stated Trudy F. Sullivan, Talbots President and Chief Executive Officer. "The appointment of Mr. Kajita as non-executive Chairman further signifies Aeon and its management's commitment and confidence in our continued success and ability to execute our long range strategic plan."
The Talbots, Inc. is a leading specialty retailer and direct marketer of women's apparel, shoes and accessories. The Company currently operates stores in 869 locations in 47 states, the District of Columbia, and Canada, with 592 locations under the Talbots brand name and 277 locations under the J. Jill brand name. Both brands target the age 35 plus customer population. Talbots brand on-line shopping site is located at www.talbots.com and the J. Jill brand on-line shopping site is located at www.jjill.com.
The foregoing contains forward-looking information within the meaning of The Private Securities Litigation Reform Act of 1995. These statements may be identified by such forward-looking terminology as "expect," "achieve," "plan," "look," "believe," "anticipate," "outlook," "will," "would," "guidance," or similar statements or variations of such terms. All of the information concerning our financial outlook (including future profitability, future comparable stores sales, future earnings and other future financial performance or operating measures), future credit facilities, future merchandise purchases, future cash needs, and other future financial performance or financial position constitutes forward-looking information.
Our forward-looking statements are based on a series of expectations, assumptions, estimates and projections about our Company which involve substantial risks and uncertainty, including assumptions and projections concerning our internal plan including our budget for regular-price and markdown selling and operating cash flow for forward periods. All of our forward-looking statements are as of the date of this release only. The Company can give no assurance that such expectations or forward-looking statements will prove to be correct. Actual results may differ materially from our forward-looking statements. The Company does not undertake or plan to update or revise any such forward-looking statements to reflect actual results, changes in plans, assumptions, estimates or projections, or other circumstances occurring after the date of this release, even if such results, changes or circumstances make it clear that any forward-looking information will not be realized.
Any public statements or disclosures by us following this release which modify or impact any of the forward-looking statements contained in or accompanying this release will be deemed to modify or supersede such statements in or accompanying this release.
Our forward-looking statements involve substantial known and unknown risks and uncertainties as to future events which may or may not occur, including the following risks: the impact of the continued deterioration in the U.S. economic environment, including continued negative impact on consumer discretionary spending, the disruption and significant tightening in the U.S. credit and lending markets, recessionary and inflationary pressures, high energy prices, and declining value of the U.S. dollar; our ability to accurately estimate and forecast future regular-price and markdown selling and operating cash flow; achieving the Company's sales plan for the year for each of the Talbots and J. Jill brands; achieving the Company's operating cash flow plan for the year; successfully executing the Company's strategic initiatives, including anticipated lower inventory levels, expected operating expense and other cost reductions, the success of the new promotional cadence for the Talbots brand, reduced markdown exposure and improved gross margins, the successful closing of the Talbots Kids and Talbots Mens business concepts and closing of other underperforming stores; continued ability to purchase merchandise on open account purchase terms at expected levels; obtaining letter of credit facilities for merchandise purchases from vendors who require such facilities; the Company's ability to obtain any necessary increases in its credit facilities as may be needed from time to time; the Company's ability to reduce spending as needed; and the Company's ability to continue to satisfy its financial covenants under its existing debt agreements. In each case, actual results may differ materially from such forward-looking information.
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