JANA

A.D.A.M. and the Masovian Regional Hospital Launch Facility Construction to Treat the Victims of Russia's War on Ukraine

Retrieved on: 
Monday, December 11, 2023
POC, GMP, Regional hospital, Patient, JANA, Traumatology, Rehabilitation, Neurosurgery, Trauma, Partnership, 3D, Hospital, Medical device, 3D printing

(Masovian Regional Hospital) signed a Cooperation Agreement to establish an A.D.A.M.

Key Points: 
  • (Masovian Regional Hospital) signed a Cooperation Agreement to establish an A.D.A.M.
  • Point-of-Care (POC) facility in Poland and to utilize the Medical Device Production System (MDPS) to treat patients who require bone implants.
  • The signing took place on the premises of the Masovian Regional Hospital in Siedlce, Poland.
  • investor, states: "Poland has also been instrumental in supporting humanitarian efforts stemming from the Russian war on Ukraine.

Freshpet and JANA Partners Announce Cooperation Agreement

Retrieved on: 
Monday, August 21, 2023
LLP, The Coca-Cola Company, Food, Carrier Global, Dean Foods, Kraft Foods, CPG, MeadWestvaco, Sidley Austin, JANA, Bank of America, Annual general meeting, Gillette, Growth, Security (finance), Bank, JANA Partners LLC, The Very Good Food Company, Management, Financial adviser, Freshpet

SECAUCUS, N.J., Aug. 21, 2023 (GLOBE NEWSWIRE) -- Freshpet, Inc. (NASDAQ: FRPT) (“Freshpet” or the “Company”) today announced that it has entered into a cooperation agreement with JANA Partners (“JANA”), one of the Company’s largest shareholders. As part of the agreement, Freshpet has appointed Timothy McLevish and Joseph E. Scalzo to its Board of Directors (“the Board”), effective immediately.

Key Points: 
  • Timothy McLevish, former Kraft Foods CFO, and Joseph E. Scalzo, former Simply Good Foods CEO, join Freshpet Board of Directors
    SECAUCUS, N.J., Aug. 21, 2023 (GLOBE NEWSWIRE) -- Freshpet, Inc. (NASDAQ: FRPT) (“Freshpet” or the “Company”) today announced that it has entered into a cooperation agreement with JANA Partners (“JANA”), one of the Company’s largest shareholders.
  • As part of the agreement, Freshpet has appointed Timothy McLevish and Joseph E. Scalzo to its Board of Directors (“the Board”), effective immediately.
  • The Freshpet business has tremendous momentum and this agreement will help position us to continue delivering the results our shareholders expect,” said Billy Cyr, CEO of Freshpet.
  • The full cooperation agreement with JANA will be filed in a Current Report on Form 8-K with the Securities and Exchange Commission.

Mercury Systems Advances Go-Forward Strategic Plan Through Continued Board Refreshment

Retrieved on: 
Thursday, July 6, 2023
Mercury Systems, MRCY, Compensation, Human Capital, Annual Meetings of the International Monetary Fund and the World Bank Group, ML, II, JANA, Annual general meeting, Partner, JANA Partners LLC, Environment, Compensated emancipation, Management, Mercury

Mr. O’Brien said, “The changes to our Board’s leadership reflect the natural evolution of the Mercury Board to guide the Company’s next chapter.

Key Points: 
  • Mr. O’Brien said, “The changes to our Board’s leadership reflect the natural evolution of the Mercury Board to guide the Company’s next chapter.
  • Scott has a thorough understanding of our business, a proven investment record and shares the Board’s vision for moving Mercury forward.
  • JANA believes Jerry DeMuro and Roger Krone are excellent additions to the Board and will support both nominees at the upcoming annual meeting.
  • As of the Annual Meeting, the Board will be comprised of nine directors, five of whom will have been appointed to the Board in the past two years.

Freshpet Provides Update on 2023 Annual Meeting of Stockholders

Retrieved on: 
Tuesday, June 6, 2023
Shareholder, Interview, Annual Meetings of the International Monetary Fund and the World Bank Group, JANA, Annual general meeting, JANA Partners LLC, Holding company, Freshpet

SECAUCUS, N.J., June 06, 2023 (GLOBE NEWSWIRE) -- The Freshpet, Inc. (NASDAQ: FRPT) (“Freshpet” or the “Company”) Board of Directors (the “Board”) today issued the following statement regarding its 2023 Annual Meeting of Stockholders and proxy contest with JANA Partners LLC (“JANA”):

Key Points: 
  • SECAUCUS, N.J., June 06, 2023 (GLOBE NEWSWIRE) -- The Freshpet, Inc. (NASDAQ: FRPT) (“Freshpet” or the “Company”) Board of Directors (the “Board”) today issued the following statement regarding its 2023 Annual Meeting of Stockholders and proxy contest with JANA Partners LLC (“JANA”):
    The Company first became aware of JANA’s investment in Freshpet on September 22, 2022, when JANA publicly disclosed both its ownership interest and its agreement with three individuals to be nominated as directors at the 2023 Annual Meeting.
  • However, JANA’s litigation about the timing of the meeting and the placement of the directors in the appropriate classes has made holding the 2023 Annual Meeting in July unfeasible.
  • As a result, the Company will postpone the 2023 Annual Meeting to a date in October, a similar time period as last year.
  • Given the delay in the Annual Meeting, the Company expects to have an additional candidate available to stand for election as a Class III director at the Annual Meeting in October 2023, along with three incumbent directors.

Jana Partners Responds to Freshpet’s Half-measure Attempt to Resolve Rampant Conflicts of Interest, Governance Failures and Breaches of Fiduciary Duty

Retrieved on: 
Monday, June 5, 2023
Professional Services, Consumer, Finance, Pets, Consulting, Banking, JANA, JANA Partners LLC, Freshpet

JANA Partners (“JANA”), which along with its affiliates and partners, owns 9.5% of Freshpet, Inc. (NASDAQ:FRPT) (“Freshpet” or the “Company”) today issued the following statement responding to the resignation of Freshpet director David Basto and the Company’s purported effort to engage with JANA.

Key Points: 
  • JANA Partners (“JANA”), which along with its affiliates and partners, owns 9.5% of Freshpet, Inc. (NASDAQ:FRPT) (“Freshpet” or the “Company”) today issued the following statement responding to the resignation of Freshpet director David Basto and the Company’s purported effort to engage with JANA.
  • Barry Rosenstein, Managing Partner at JANA, commented, “We believe the Freshpet Board’s latest bid to patch its fundamental governance issues with the smallest, halfhearted adjustment is yet another self-serving attempt to preserve the status quo.
  • While the long overdue resignation of David Basto might cure a symptom, we believe the root cause of the Board’s seeming dysfunction—rampant conflicts of interest, oversight failures, breaches of fiduciary duty, and entrenchment tactics—all remain unaddressed.
  • Shareholders with questions can contact JANA’s proxy solicitor, Innisfree M&A Incorporated, at (212) 750-5833.

Freshpet Files Preliminary Proxy Statement

Retrieved on: 
Friday, June 2, 2023
Pressure, Shareholder, Interview, Chairperson, Policy, Annual Meetings of the International Monetary Fund and the World Bank Group, Human, Sale, JANA, Retirement, Annual general meeting, Growth, Security (finance), JANA Partners LLC, Cryptocurrency, Management, Freshpet

SECAUCUS, N.J., June 02, 2023 (GLOBE NEWSWIRE) -- Freshpet, Inc. (NASDAQ: FRPT) (“Freshpet” or the “Company”) announced today that it has filed its preliminary proxy statement with the Securities and Exchange Commission (“SEC”) in connection with its upcoming Annual Meeting of Stockholders.

Key Points: 
  • SECAUCUS, N.J., June 02, 2023 (GLOBE NEWSWIRE) -- Freshpet, Inc. (NASDAQ: FRPT) (“Freshpet” or the “Company”) announced today that it has filed its preliminary proxy statement with the Securities and Exchange Commission (“SEC”) in connection with its upcoming Annual Meeting of Stockholders.
  • This current offer follows the Company’s extensive engagement with JANA over nearly 9 months and efforts to reach a constructive resolution to avoid a distracting proxy fight.
  • JANA first publicly announced its potential director nominees in September 2022 with a stated intent to pursue a potential sale of Freshpet.
  • On September 7, 2022, two weeks before JANA disclosed its investment in Freshpet, the Company announced certain organizational changes and a renewed focus on operational improvements.

JANA Partners Files Lawsuit to Stop Freshpet Board’s Highly Entrenching Actions Intended to Disenfranchise Shareholders and Manipulate Shareholder Vote

Retrieved on: 
Thursday, June 1, 2023
Consulting, Consumer, Professional Services, Pets, Legal, Exercise, Delaware Court, Meeting, Complaint, JANA, Annual general meeting, JANA Partners LLC, Management, Shareholder, Freshpet

JANA Partners (“JANA”), which along with its affiliates and partners owns 9.5% of Freshpet, Inc. (NASDAQ:FRPT) (“Freshpet” or the “Company”), today filed a complaint in the Court of Chancery of the State of Delaware (the “Court”) against Freshpet and the Company’s Board of Directors (the “Board”).

Key Points: 
  • JANA Partners (“JANA”), which along with its affiliates and partners owns 9.5% of Freshpet, Inc. (NASDAQ:FRPT) (“Freshpet” or the “Company”), today filed a complaint in the Court of Chancery of the State of Delaware (the “Court”) against Freshpet and the Company’s Board of Directors (the “Board”).
  • JANA has also filed a motion to expedite these proceedings to resolve this critical issue ahead of the recently-advanced deadline to nominate directors for consideration at the Meeting.
  • In our view, the Board's blatant misuse of corporate machinery obstructs the legitimate efforts of shareholders to exercise their rights and cannot stand.
  • Shareholders with questions can contact JANA’s proxy solicitor, Innisfree M&A Incorporated, at (212) 750-5833.

Freshpet Responds to JANA Partners’ Letter Regarding Freshpet Board Actions

Retrieved on: 
Tuesday, May 30, 2023
Benchmark, Classification, Public Interest Declassification Board, Policy, JANA, Retirement, Annual general meeting, Letter, Charter, Financial adviser

We write on behalf of our client, Freshpet, Inc. (the “Company”), in response to your letter of May 25, 2023 on behalf of JANA Strategic Investments Benchmark Master Fund, L.P. (“JANA”).

Key Points: 
  • We write on behalf of our client, Freshpet, Inc. (the “Company”), in response to your letter of May 25, 2023 on behalf of JANA Strategic Investments Benchmark Master Fund, L.P. (“JANA”).
  • Your letter contains several erroneous and unfounded claims about the Company’s board of directors (the “Board”), the composition of the Board’s classes, and the date of the Company’s 2023 Annual Meeting of Stockholders.
  • Furthermore, you have omitted information critical to understanding the intent and effect of the Board’s actions addressed by your letter.
  • In fact, Mr. Norris is not standing for re-election pursuant to the retirement policy adopted by the Board in June 2021.

JANA Partners Provides Urgent Notice to All Freshpet Shareholders to Recall Shares on Loan by Purported June 12, 2023 Record Date

Retrieved on: 
Tuesday, May 30, 2023
Professional Services, Consumer, Finance, Pets, Consulting, Banking, Common stock, JANA, JANA Partners LLC, Annual general meeting, Security (finance), Shareholder, Freshpet

Freshpet shareholders who have loaned, pledged or hypothecated any of their Common Stock may not be able to vote their shares unless such shares are returned to their accounts before the record date.

Key Points: 
  • Freshpet shareholders who have loaned, pledged or hypothecated any of their Common Stock may not be able to vote their shares unless such shares are returned to their accounts before the record date.
  • Given the significant short interest in Freshpet, it is possible that shareholders are not aware that their stock has been loaned by their broker.
  • According to information Freshpet has provided to custodial banks, brokers and other intermediaries, we believe Freshpet has set a record date of Monday, June 12, 2023 for its 2023 Annual Meeting.
  • Since shares on loan cannot be voted, it is imperative that shareholders who wish to vote at the 2023 Annual Meeting make certain they have their shares in proper voting order before the record date.

Freshpet Issues Statement Regarding JANA Partners’ Press Release

Retrieved on: 
Wednesday, May 24, 2023
Chairperson, EVP, Audit committee, Sale, JANA, Advisory board, Conagra Brands, Customer service, Engineering, Annual general meeting, CFO, Growth, JANA Partners LLC, Management, Freshpet

SECAUCUS, N.J., May 24, 2023 (GLOBE NEWSWIRE) -- Freshpet, Inc. (NASDAQ: FRPT) (“Freshpet” or the “Company”) today issued the following statement in response to JANA Partners LLC’s (“JANA”) May 24, 2023 press release.

Key Points: 
  • SECAUCUS, N.J., May 24, 2023 (GLOBE NEWSWIRE) -- Freshpet, Inc. (NASDAQ: FRPT) (“Freshpet” or the “Company”) today issued the following statement in response to JANA Partners LLC’s (“JANA”) May 24, 2023 press release.
  • Over the past nine months since JANA publicly disclosed its potential director nominees, the Company has engaged with JANA extensively to understand their perspectives and address their concerns.
  • The Freshpet Board welcomes constructive ideas, from any source, that will drive shareholder value.
  • Despite the difference of perspectives, the Board has attempted to reach a constructive resolution with JANA but its offers were rejected.