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Primo Water faces proxy fight

Image: Adobe Stock.

April 3, 2023

Legion Partners Asset Management LLC, a Primo Water Corp. shareholder that claims to own 1.5% of the company's outstanding shares, has encouraged shareholders to vote for four nominees to the company's board of directors.

Legion Partners has filed a proxy statement and sent a letter to shareholders claiming its nominees, if elected, may enable the company to triple its share price over the next five years and produce EBITDA of more than $630 million in fiscal 2027.

Legion Partners has nominated the following four individuals to the board:

• Derek Lewis, who brings 35-plus years at PepsiCo Inc.
• Tim Hasara, founder, managing partner and CIO at Sinnet Capital, with 27-plus years of investment experience.
• Henrik Jelert, former head of ReadyRefresh at Nestlé Waters North America and Blue Triton Brands.
• Lori Tauber Marcus, who brings senior marketing experience at PepsiCo Inc. and Keurig Green Mountain.

Primo Water. which filed definitive proxy materials with the Securities and Exchange Commission and with Canadian securities regulatory authorities in connection with its 2023 annual and special meeting of shareowners, called Legion Partners' nomination notice invalid concerning two of its four candidates in a press release.

Primo Water said it will not recognize Legion's nominations of Jelert and Marcus at the annual meeting on May 23, claiming they made material misrepresentations to Primo.

Primo Water has recommended 10 nominees to the board at the annual meeting.

Legion Partners, in its letter, claims Primo's underperformance is due to two former company CEOs, Jeremy Fowden and Billy Prim, and two former significant investors in the company from Crescendo Partners, L.P., Eric Rosenfeld and Gregory Monahan.