Major Investor in Victoria’s Secret Seeks Board Shake-Up

Major Investor in Victoria’s Secret Seeks Board Shake-Up

Major Investor in Victoria’s Secret Seeks Board Shake-Up

Victoria’s Secret has struggled as a stand-alone public company.
Victoria’s Secret has struggled as a stand-alone public company. – Anne D’Innocenzio/Associated Press

One of Victoria’s Secret’s largest shareholders is turning up the pressure on the struggling lingerie retailer, seeking a shake-up of the board.

BBRC International, which owns a nearly 13% stake in Victoria’s Secret, delivered a letter to the Victoria’s Secret’s board of directors this week calling for the removal of Chair Donna James and asking for a board seat.

The private investment firm, run by the Australian billionaire Brett Blundy, started building a stake in Victoria’s Secret in 2022 and has been privately urging changes since last year, according to the letter made public Tuesday morning, confirming an earlier report by The Wall Street Journal.

BBRC is pushing for Blundy to be added to Victoria’s Secret’s board, citing his background in the retail sector, the letter said.

Once a part of what is now Bath & Body Works, Victoria’s Secret has struggled as a stand-alone public company, with shares down about 15% since its 2021 initial public offering and around 13% year to date. Its market capitalization is now less than $3 billion.

Victoria’s Secret shares fell around 3% in premarket trading Tuesday.

The company has faced pressure from investors over the past year to turn things around. In June, activist investor Barington Capital Group said it had built a stake and was pushing for a board refresh.

BBRC has never run an activist campaign before. It is best known for launching or growing retailers such as high-end lingerie brand Honey Birdette and Australian fashion label DISSH. It has $3 billion invested in retail brands globally, according to the firm’s website.

“Absent the board re-evaluating its posture and demonstrating a genuine willingness to engage in good faith, BBRC intends to replace directors at next year’s annual meeting of stockholders—if not sooner,” the letter said.

Earlier this year, Victoria’s Secret adopted a shareholder-rights plan in a bid to thwart any attempt by BBRC to gain control of the business. Victoria’s Secret has argued that BBRC built its position in the company without making required antitrust filings.

The two parties have been holding discussions privately in recent months without coming to any agreement, the letter said.

Victoria’s Secret Chief Executive Hillary Super took over last fall after stints at lingerie competitor Savage X Fenty and apparel retailer Anthropologie. Investors had been hopeful that her arrival would help breathe new life into the business.

Super is retooling the famed Victoria’s Secret fashion show and introducing new products that she says put a modern spin on sexy.

James, the company’s chair, served on the board of L Brands—Victoria’s Secret’s previous parent company—for nearly two decades before the 2021 spinout.

“By any measure, she is an ‘over-tenured’ director with a ‘stale perspective’ that lacks objectivity regarding the company’s operations,” Blundy wrote in the letter this week.

Write to Lauren Thomas at lauren.thomas@wsj.com

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