LKQ Corporation announced the appointment of two new independent directors, Sue Gove and Michael Powell, to its Board of Directors, effective immediately, and the formation of a Finance Committee of the board.
In connection with these enhancements, LKQ entered into a cooperation agreement with Ancora Catalyst Institutional, LP, Engine Capital, LP and certain of their affiliates following constructive engagement.
Gove currently serves as founder and president of Excelsior Advisors, LLC, a retail consulting and advisory firm, and is a tenured senior executive with extensive public company board expertise, including within the automotive industry at IAA, Inc. and AutoZone Inc.
Powell brings leadership experience from his career at Progressive Corporation, one of the largest auto insurers in North America, where he most recently served as claims process general manager.
“I am pleased to welcome Sue and Michael to our board, who bring executive experience, as well as an understanding of the automotive industry that complements our board,” said Guhan Subramanian, chairman of LKQ. “LKQ is well positioned to build on the progress we have made through our focus on operational excellence and taking action to simplify, integrate and rationalize our business to drive better returns. We value the constructive engagement that we have had with Ancora and Engine toward our shared goal of generating increasing value for LKQ’s shareholders.”
Fredrick D. DiSanto, chairman and CEO of Ancora, and James Chadwick, president of Ancora Alternatives LLC, added, “We appreciate the collaboration with LKQ and are confident that Sue and Michael’s corporate governance and industry experience will support the company’s go-forward strategy and drive value for shareholders.”
Arnaud Ajdler, founder and portfolio manager of Engine Capital, LP, concluded, “LKQ has significant value potential and with the addition of these new directors, we are confident in the company’s ability to execute as the leading provider of alternative and specialty parts for vehicles.”
LKQ’s newly formed Finance Committee will make recommendations to the board on its capital allocation strategy and business portfolio. The committee will be comprised of three existing LKQ directors, Andrew Clarke, John Mendel and Xavier Urbain, as well as Gove and Powell. The committee will be chaired by Clarke.
The agreement includes customary standstill, voting and other provisions. The agreement will be filed on a Form 8-K with the U.S. Securities and Exchange Commission.