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Lowe's names two directors after talks with activist investor DE Shaw

Reported by Cnbc
Jan 19, 2018· 2 min read
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Key Takeaways
  • • D.E. Shaw builds $1 billion activist stake in Lowe's, citing concerns about operational performance and same-store sales growth lagging Home Depot despite Lowe's 30% stock appreciation in 2017.
  • • Lowe's nominates three new board directors following "constructive discussions" with D.E. Shaw: David Batchelder (co-founder, Relational Investors), Lisa Wardell (CEO, Adtalem Global Education), and Brian Rogers (chairman, T. Rowe Price Group), effective March 22.
  • • Stock surges 3% on announcement, with shares gaining $3.25 to $104.56 on Friday, signaling investor approval of board refresh and activist engagement.
  • • Batchelder appointment carries significant credibility, as he previously served on Home Depot's board following a 2007 proxy fight and helped execute that company's turnaround strategy in the home improvement sector.
  • • D.E. Shaw recommended Batchelder while Lowe's independently selected Wardell and Rogers, suggesting balanced compromise between activist demands and management autonomy in board composition.
Summary
Hedge fund D.E. Shaw Group has built an activist stake worth approximately $1 billion in Lowe's Cos. (NYSE: LOW), representing roughly 1.2% of the $84 billion home improvement retailer. The investment follows D.E. Shaw's concerns about Lowe's operational performance relative to competitors, particularly Home Depot, where same-store sales growth has chronically underperformed despite the company's 30% stock appreciation in 2017—trailing Home Depot's 41% gain.

The activist position has prompted Lowe's to restructure its board. The company announced Friday that it will nominate three new independent directors: David Batchelder, co-founder of activist firm Relational Investors; Lisa Wardell, chief executive of Adtalem Global Education; and Brian Rogers, chairman of T. Rowe Price Group. Batchelder was recommended by D.E. Shaw, while Wardell and Rogers represent the company's own board candidates, according to sources close to the matter. The appointments, effective March 22, position Batchelder on the compensation committee and Wardell on the audit committee.

Batchelder's nomination carries particular strategic weight. He previously served on Home Depot's board following a contentious 2007 proxy fight and played an instrumental role in that retailer's operational turnaround. His appointment to Lowe's signals D.E. Shaw's commitment to operational improvement rather than financial engineering. In a statement, CEO Robert Niblock said Lowe's valued the "constructive discussions" with Shaw. D.E. Shaw portfolio manager Quentin Koffey acknowledged that the two new directors would be "significant assets to the board."

Market reaction was positive. Lowe's shares rose 1.9% in premarket trading and gained $3.25 to $104.56 on the announcement, reflecting institutional confidence that the board refresh will address competitive vulnerabilities. The settlement avoids a proxy fight while accommodating activist pressure for governance and operational improvements aligned with shareholder value creation.

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Cnbc Lowe's names two directors after talks with activist investor DE Shaw