ESSENDANT INC. (NASDAQ:ESND) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
Resignation of President and CEO and Director
On June 12, 2017, Robert B. Aiken, Jr. notified Essendant Inc.
(the Company) of his resignation, effective as of such date (the
Resignation Date), as President and Chief Executive Officer of
the Company, Essendant Co. and Essendant Management Services LLC
(collectively, the Companies) and as a member of the Board of
Directors of the Company (the Board).For the period commencing on
the Resignation Date and ending no later than July 7, 2017, Mr.
Aiken will continue in a transition role as a non-officer
employee of the Companies, but will otherwise remain subject to
the terms of his existing employment agreement with the
Companies.Upon Mr. Aikens termination of employment at the end of
such period, he will not receive any severance payments or
benefits and his employment agreement with the Companies will
terminate, subject to certain post-termination non-competition,
non-solicitation and other covenants set forth therein.
Concurrently with Mr. Aikens resignation as a director, the Board
has reduced the size of the full Board from ten to nine by
eliminating the Class II director position held by Mr. Aiken.
Appointment of Interim President and CEO
Also on June 12, 2017, and effective as of the Resignation Date,
the Board appointed Richard D. Phillips as the Interim President
and Chief Executive Officer of the Companies.Mr. Phillips will
hold such office until his successor is appointed and qualified
or until his earlier removal or resignation.
Mr. Phillips, age 47, joined the Company in January 2013 as
President of Online and New Channels and was named President, ORS
Nasco in November 2015.He was named Group President, Industrial
in August 2016, when he added responsibility for the Companys
automotive and e-commerce businesses. Prior to joining Essendant,
Mr. Phillips spent 14 years at McKinsey Company, where he was
elected Partner in 2005 and worked with global clients in a
number of industries, with a functional emphasis in strategy,
commercial performance and operations.He previously spent six
years at Baxter Healthcare in various finance and sales roles.Mr.
Phillips earned a B.S. degree in Finance from Indiana University
and a Masters of Management degree, with distinction, from the
Kellogg Business School at Northwestern University.Mr. Phillips
was not appointed to any arrangement or understanding between him
and any other person in respect of such appointment, has no
family relationships with any of the Companys directors or
executives, and has no direct or indirect material interest in
any transaction required to be disclosed to Item 404(a) of
Regulation S-K.
The Board has formed a search committee and engaged an executive
search firm to identify a permanent candidate for President and
Chief Executive Officer of the Companies.
Item 8.01Other Events.
On June 13, 2017, the Company also issued a press release
regarding Mr. Aikens resignation and the Boards appointment of
Mr. Phillips, a copy of which is filed with this Current Report
on Form 8-K as Exhibit 99.1 and incorporated herein by reference.
Item 9.01Financial Statements and Exhibits.
(d) Exhibits.
|
Exhibit No. |
Description |
|
99.1 |
Press Release, dated June 13, 2017 |
About ESSENDANT INC. (NASDAQ:ESND)
Essendant Inc. (Essendant), formerly United Stationers Inc., is a wholesale distributor of workplace items. The Company stocks an assortment of over 180,000 products in categories, including janitorial and breakroom supplies, technology products, traditional office products, industrial supplies, office furniture, and automotive aftermarket tools and equipment. The Company has four operating segments: Business and Facility Essentials, ORS Industrial, CPO Commerce, Inc. (CPO) and Automotive. Business and Facility Essentials also included operations in Mexico conducted through a subsidiary, Azerty de Mexico. It offers private brand products within each of its product categories, which include Innovera technology products, Universal office products, Windsoft paper products, Boardwalk and UniSan janitorial and sanitation products, Alera office furniture and Anchor Brand and Best Welds welding, industrial, safety and oil field pipeline products.
