Maple Leaf Foods Inc. has reached an agreement with West Face Capital, a Toronto-based investment fund that owns approximately 11.4% of the company's shares outstanding.
As part of the agreement, Maple Leaf Foods has appointed Gregory A. Boland, West Face Capital's CEO, to the Maple Leaf Board of Directors. Boland will also serve on the Corporate Governance and Human Resources and Compensation Committees. In return, West Face Capital will withdraw its requisition for a special meeting to vote on five, non-binding, advisory resolutions and Maple Leaf's annual General Meeting of Shareholders will proceed as planned on April 28.
In early January the board retained global executive search firm Russell Reynolds Associates, which will assist the board in identifying a second new independent director for nomination to the board at the General Meeting. Pursuant to the agreement with West Face Capital, the board will also reduce the number of directors to be nominated for election at the 2012 Annual General Meeting, from 14 to 10 or 12. In the latter case, four of the incumbent directors will not be re-nominated and the board will nominate two new independent directors.
