Hasbro Board of Directors Issues Letter to Shareholders
Shareholders Urged to Vote FOR ALL of Hasbro’s Highly Qualified Directors on the WHITE Proxy Card
For information about the 2022 Annual Meeting, please visit: www.HasbroGamePlan.com.
The full text of the letter follows.
Dear Fellow Shareholder:
Your vote at Hasbro’s annual meeting of shareholders to be held on
Hasbro’s Board has Highly Relevant Qualifications and Significant Experience Driving Value Creation
- Recognized for his strategic and commercial leadership as well as his expertise in all facets of marketing execution and supply chain management.
- Led and drove profitable growth at a variety of global organizations and has strong expertise in business transformation, operations and mergers & acquisitions.
Stepped up as interim CEO after the sudden passing of
Brian Goldnerlast year to guide the Company through a sensitive transition and is a critical player in Hasbro’s future success.
- Vital skills in marketing and branding, media trends and building global brand-driven businesses that are integral to the Board’s role in overseeing the success of the Brand Blueprint strategy.
- Expertise in setting compensation programs in multiple industries to attract and retain key employee talent.
Edward “Ted” Philip brings significant knowledge of digital and technology-focused industries, as well as broad operational and financial leadership experience at multinational corporations.
- More than 30 years of business and management experience, including decades as both an operating executive and chief financial officer of multinational corporations, along with expertise in consumer trends in the family entertainment industry.
- Expertise in board governance and corporate finance, as well as in the operations and management of large, multinational organizations that will be instrumental to the Board as we work with Chris to execute our business review and transformation.
Hasbro Has a Strong History of Good Corporate Governance, Including Ongoing, Thoughtful Succession Planning and Board Refreshment
Hasbro’s Board regularly engages in succession planning for the Company’s most senior roles, considering internal and external candidates with the goal of identifying and placing the best long-term leaders. For the Company’s new CEO, succession planning began long before the sudden passing of
In terms of Board refreshment, ahead of the recent appointments of
Alta Fox’s Nominees Do Not Have the Necessary Skills for Hasbro’s Board
- Primarily brings legacy telecommunications and personal care experience – neither of which are relevant to Hasbro’s business model nor the omni-channel storytelling strategy central to our success.
- Fischer’s company, IDT, has a continued business relationship with Alta Fox, which Alta Fox has failed to disclose to Hasbro shareholders in this proxy contest. Given this business relationship, we are concerned that Fischer would not be truly independent from Alta Fox.
Rani Hublou’s B2B credentials would not be additive to Hasbro’s Board. Her primary experience is narrowly limited to marketing in the enterprise software space, including at Tecsys, whose TSR has fallen about 36% over the last 12 months and which has underperformed Hasbro’s TSR by 3.5x during her tenure.
- No qualifications in consumer businesses focused on gaming, entertainment or consumer products.
- Alta Fox declined Hasbro’s multiple requests to interview Hublou, so Hasbro was not given an opportunity to ask her about her experience and qualifications.
- No experience leading or growing consumer businesses.
- No relevant expertise in gaming, consumer products or entertainment.
- Alta Fox declined Hasbro’s multiple requests to interview Johnson, so Hasbro was not given an opportunity to ask her about her experience and qualifications.
VOTE THE WHITE PROXY CARD TODAY
The Board of Directors of Hasbro recommends shareholders vote “FOR ALL” the nominees proposed by the Hasbro Board at the upcoming annual meeting on the WHITE proxy card.
Please Vote Now Using One of the Following Methods
Vote by Internet
Go to the website identified on the enclosed WHITE proxy card or voting instruction form
Vote by Phone
Call the number on the enclosed WHITE proxy card or voting instruction form
Vote by Mail
Mark, sign, date and return the enclosed WHITE proxy card or voting instruction form in the accompanying postage-paid pre-addressed envelope
We encourage shareholders NOT to sign, return or vote any gold proxy card sent to you by Alta Fox. Only the latest dated proxy card will count at Hasbro’s 2022 annual meeting. Shareholders who have any questions or need assistance voting may contact the Company’s proxy solicitors,
Thank you for your continued support of Hasbro.
The Hasbro Board of Directors
Our Board possesses strong qualifications and expertise on the matters key to Hasbro’s success – digital gaming, media and content, consumer products, entertainment, marketing, capital allocation and ESG.
Each of our directors contributes expertise and experience that is directly relevant to overseeing our world class portfolio of assets across multiple play and entertainment categories.
Hasbro (NASDAQ: HAS) is a global play and entertainment company committed to making the world a better place for all children, fans and families. Hasbro delivers immersive brand experiences for global audiences through consumer products, including toys and games; entertainment through eOne, its independent studio; and gaming, led by the team at Wizards of the Coast, an award-winning developer of tabletop and digital games best known for fantasy franchises MAGIC: THE GATHERING and DUNGEONS & DRAGONS.
The company’s unparalleled portfolio of approximately 1,500 brands includes MAGIC: THE GATHERING, NERF, MY LITTLE PONY, TRANSFORMERS, PLAY-DOH, MONOPOLY, BABY ALIVE, DUNGEONS & DRAGONS, POWER RANGERS, PEPPA PIG and PJ MASKS, as well as premier partner brands. For the past decade, Hasbro has been consistently recognized for its corporate citizenship, including being named one of the 100 Best Corporate Citizens by
This communication contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements may be accompanied by such words as “anticipate,” “believe,” “could,” “estimate,” “expect,” “forecast,” “intend,” “may,” “plan,” “potential,” “project,” “target,” “will” and other words and terms of similar meaning. Among other things, these forward-looking statements may include statements concerning: the impact and contributions of our new director appointments, and our ability to achieve our financial and business plans, goals and objectives, including achieving long-term sustainable profitable growth and long-term value for shareholders. Specific factors that might cause such a difference include those risks detailed from time to time in Hasbro’s filings with the
Additional Information and Where to Find It
Hasbro has filed with the
Participants to the Solicitation
Hasbro, its directors and executive officers and other members of management and employees may be deemed to be participants in the solicitation of proxies with respect to a solicitation by Hasbro in connection with matters to be considered at the 2022 annual meeting. Information about Hasbro’s executive officers and directors, including information regarding the direct and indirect interests, by security holdings or otherwise, is available in Hasbro’s definitive proxy statement for the 2022 annual meeting, which was filed with the