Gildan Activewear (NYSE:GIL) will hold its annual and special shareholder meeting May 28, conceding to a recommendation by a special committee of directors to address the concerns raised by Browning West.
The special committee reviewed Browning West’s requisition and concluded that a special meeting should be held in conjunction with the annual meeting to capitalize on strong shareholder turnout.
However, because Gildan (GIL) believes Browning West violated Canadian securities law by accumulating Gildan shares without notifying the U.S. Federal Trade Commission, it has filed a request to a Quebec court for the meeting be canceled.
Canadian securities law applies similar restrictions to the U.S. Hart-Scott-Rodino regime. Security transactions exceeding specific thresholds are subject to a certain waiting period before the transaction can be closed. Gildan claims Browning West made the request for a special meeting before the 30-day waiting period required by the U.S. Federal Trade Commission, and therefore, did not hold the required number of shares.
The latest offensive by Gildan (GIL) is yet another attempt to deflect efforts by a group of investors advocating for the reinstatement of former CEO Glenn Chamandy and to replace eight board members with its nominees.
Gildan said the current board, along with shareholders are “aligned in the view that a speedy resolution of this unnecessary proxy contest is in the best interest of the company” but that a special meeting is not required to resolve this matter.