Abercrombie & Fitch Co. (NYSE:ANF)
Global ESG Rating:
D (17)
Retail - Apparel / Accessories
USD 2,962.8mm (Mid Cap)
Component Ratings
Country Inc:
United States
Home Market: United States
Last Data Update:
Last ESG Rating Change:
ESG OVERALL
D
D
D
GOVERNANCE
C
C
C
Board
C
C
C
25.1 %
Pay
D
D
D
23.7 %
Ownership &
Control
C
B
C
13.3 %
Accounting
C
C
C
5.0 %
ENVIRONMENTAL
C
D
C
10.4 %
SOCIAL
F
F
F
22.2 %
Apr 3, 2014
Nov 6, 2013
Global ESG Rating History
Global Home Market Sector Impact
67.5 %
ESG Rating
Industry:
Market Cap:
ESG Analysis
100
95
90
85
80
75
70
65
60
55
50
45
40
35
30
25
20
15
10
5
0
A
B
C
D
F
Apr
2013
May
2013
Jun
2013
Jul
2013
Aug
2013
Sep
2013
Oct
2013
Abercrom bie & Fitch Co.
Nov
2013
Industry
Dec
2013
Jan
2014
Feb
2014
Mar
2014
Apr
2014
Sector
Country: United States
Home Market: United States
Sector: Cyclical Consumer Goods / Services
Data as of Apr 3, 2014
ESG KeyMetrics®
Flag
Impact
Governance - Board
Related Party Transactions
7.4 %
Overboarded Non-Exec Directors
7.4 %
Negative Director Votes
7.4 %
Risk Management Expertise
3.0 %
Governance - Pay
Performance Targets
3.0 %
Peer Performance Measures
3.0 %
Severance Vesting
7.4 %
Dilution Concerns
1.5 %
Significant Vote Against Pay Practices
3.0 %
CEO Pay Perks & Other Comp
3.0 %
CEO Pay NQDC
3.0 %
Governance - Ownership & Control
Controlling Shareholder
NO
Proxy Access
3.0 %
Constituency Provision
1.5 %
Fair Price Provision or Protection
1.5 %
Director Removal Without Cause
1.5 %
Shareholder Rights to Convene Meeting
1.5 %
Shareholder Action by Written Consent
1.5 %
Confidential Voting
1.5 %
Cumulative Voting
1.5 %
Governance - Accounting
No Flagged KeyMetrics
Printed on Apr 10, 2014
This report is for information purposes and should not be considered a solicitation to buy or sell any security. GMI Ratings does
not guarantee its accuracy or make warranties regarding its usage. This report and all of the information contained in it, including
without limitation all text, data, charts, graphs (the "Information") is the property of GMI Ratings, its subsidiaries, or in some
cases third party data suppliers. The Information may not be reproduced, displayed, redistributed or re-transmitted in whole or
in part, in any form, without prior written permission of GMI Ratings. Copyright © 2003-2014 GMI Ratings. All rights reserved.
Page 1 of 49
Abercrombie & Fitch Co. (NYSE:ANF)
Global ESG Rating:
D (17)
Industry:
Market Cap:
ESG Analysis
Retail - Apparel / Accessories
USD 2,962.8mm (Mid Cap)
Country Inc:
United States
Home Market: United States
ESG KeyMetrics®
Flag
Impact
YES
0.0 %
Environmental
High Environmental Impact Company
Environmental Disclosure Change
1.5 %
Water Use Reporting
1.5 %
Waste Production Reporting
1.5 %
Alternative Energy
1.5 %
Impact Reduction Targets
Environmental Management
1.5 %
Environmental Certification
1.5 %
Social
High Social Impact Company
YES
0.0 %
Last Data Update:
Last ESG Rating Change:
Apr 3, 2014
Nov 6, 2013
ESG Analysis
The ESG profile for Abercrombie & Fitch Co. is characterized by several red flags,
highlighted by concerns related to pay and social impacts. Notable red flags include
KeyMetrics related to combined CEO/Chair, related party transactions, negative
director votes, peer performance measures, significant vote against pay practices,
CEO pay perks, CEO pay pension, strong classified board combination, proxy
access, labor practices, and discriminatory employment practices.
At the company's 2013 annual meeting, four directors received director withhold
votes of approximately 16 percent, indicating a significant level of shareholder
dissent.
ESG RATING ANALYSIS
This company was first assigned an ESG rating on 2/17/2012. A complete history
of its rating as of the first week of each month is shown in the chart above, and also
compared against the average rating for its sector and industry. You can hover over
the indicators on each charted line to show the letter grade rating and percentile
rank as of that date. Our current global ESG rating for Abercrombie & Fitch is an
overall D.
This rating falls into the lower ranges for all the companies we rate, indicating the
presence of significant concerns in one or more areas and the need for further
review and study.
Labor Practices
3.0 %
Discriminatory Employment Practices
3.0 %
Child Labor
3.0 %
Discriminatory Business Practices
3.0 %
Please note that ratings changes in the first part of the year reflect, in part, changes
due to GMI's annual ratings methodology updates and universe expansion.
Political Activity Disclosure
1.5 %
HIGHEST IMPACT KEYMETRICS
Pay Linked to Sustainability
1.5 %
Sustainability Reporting Framework
1.5 %
The following flagged KeyMetrics indicate the most important factors driving our
current ESG rating for Abercrombie & Fitch:
Sustainability Reporting
1.5 %
UN Global Compact
1.5 %
Workplace Safety Auditing
1.5 %
Workplace Safety Reporting
1.5 %
Controversies
No controversies found
Revenue
Share
Involvment
• Related Party Transactions
• Overboarded Non-Exec Directors
• Negative Director Votes
• Severance Vesting
Our ESG concerns at Abercrombie & Fitch are focused primarily on the company's
social impacts.
SOCIAL IMPACTS
Abercrombie & Fitch has been designated High Social Impact on the basis
of its primary operating industry. Social impacts, policies and practices at this
company are under continual review and monitoring, based on a combination
of news reports, legal and regulatory filings, and the company's own reporting
commitments. Ideally the company would have established links between its
incentive pay policies for company executives and the effective management
of its social and environmental impacts, but this is not the case. Abercrombie
& Fitch does not regularly publish a formal sustainability report. It does not
currently report on its sustainability policies and practices via the Global Reporting
Initiative, a commonly used and highly effective standard for such reporting, nor
has it become a voluntary signatory of the UN Global Compact, yet another
commonly employed global standard for achieving and maintaining more effective
sustainability practices. In the area of workplace safety this company has not yet
implemented OHSAS 18001 as its occupational health and safety management
system, nor does it actively disclose its workplace safety record in its annual report
or other reporting vehicle.
CORPORATE GOVERNANCE
EXECUTIVE PAY
CEO pay practices at Abercrombie & Fitch include a number of areas that may
raise concerns for shareholders.
The Abercrombie & Fitch board includes an independent compensation committee,
considered best practice for oversight of executive compensation.
Printed on Apr 10, 2014
This report is for information purposes and should not be considered a solicitation to buy or sell any security. GMI Ratings does
not guarantee its accuracy or make warranties regarding its usage. This report and all of the information contained in it, including
without limitation all text, data, charts, graphs (the "Information") is the property of GMI Ratings, its subsidiaries, or in some
cases third party data suppliers. The Information may not be reproduced, displayed, redistributed or re-transmitted in whole or
in part, in any form, without prior written permission of GMI Ratings. Copyright © 2003-2014 GMI Ratings. All rights reserved.
Page 2 of 49
Abercrombie & Fitch Co. (NYSE:ANF)
Global ESG Rating:
D (17)
Industry:
Market Cap:
ESG Analysis
Retail - Apparel / Accessories
USD 2,962.8mm (Mid Cap)
Country Inc:
United States
Home Market: United States
Last Data Update:
Last ESG Rating Change:
Apr 3, 2014
Nov 6, 2013
For the most recently reported period the CEO's base salary was $1,528,846.
Non-equity incentive compensation was $1,731,600. Perquisites and other
miscellaneous compensation totaled $800,538.
One concern is that the board has executed a formal CEO employment agreement,
which may bind the ability of the compensation committee to make compensation
decisions that tie pay to performance.
The board has established a clawback policy regarding its executive incentive
pay, allowing it to recoup payouts that may have been the result of financial
misstatements or otherwise determined to have been undeserved.
We note that shareholder votes on compensation are mandatory in this market,
affording shareholders the ability to review and approve executive pay practices
at this company, which has been shown to have positive effects on executive pay
practices. Shareholders should be aware that more than 10 percent of shares
were voted against the company’s advisory vote on executive compensation ('say
on pay') at the most recent annual meeting. Given generally very high levels
of support for say-on-pay votes in this market (last year, only about 24.3% of
companies in this market received 10 percent or more dissenting votes), this result
indicates a significant level of shareholder discomfort with the company’s executive
compensation practices.
The following flagged KeyMetrics raise concerns regarding the board's ability to
implement and maintain effective incentives for the company's CEO and other top
executives:
• Unvested equity awards partially or fully accelerate upon the CEO’s termination,
characteristic of 90.2% of companies in the home market. Accelerated equity
vesting allows executives to realize pay opportunities without necessarily having
earned them through strong performance.
• The company has not disclosed specific, quantifiable performance target
objectives for the CEO, in contrast to 73.9% of companies in its home market that
have provided such metrics. Disclosure of performance metrics is essential for
investors to assess the rigor of incentive programs.
• The company pays long-term incentives to executives without requiring the
company to perform above the median of its peer group, which is the case for 90.7%
of companies in the Russell 3000 index. Incentive plans that pay for mediocre
performance undermine the linkage between pay and performance.
THE BOARD
The Abercrombie & Fitch board’s policies and practices do not raise significant
concerns at this time regarding its ability to properly oversee management and
represent shareholder interests, but shareholders should note the issues discussed
below.
The Abercrombie & Fitch board currently has an independent majority, which
enables it to more effectively fulfill its critical function of overseeing management
on behalf of shareholders. Additionally, the company has split the roles of CEO
and chair and has named a fully independent chairman, a practice that is
increasingly identified with superior board performance. An independent chairman
is characteristic of 26.9% of companies in the Russell 3000.
Multiple related party transactions and other potential conflicts of interest involving
the company's board or senior managers should be reviewed in greater depth, as
such practices, even when limited to current market rates, raise concerns regarding
potential self-dealing or abuse. We note that related party transactions are flagged
at a majority (50.8%) of companies in United States.
Additionally, we note that a collection of directors with long, coinciding tenure
can sometimes form a subgroup in which collegiality takes precedence over
rigorous oversight of a company’s affairs. In this case, for example, the
compensation decisions approved by this board have met with significant dissent
from shareholders at the most recent annual meeting. Related party transactions
raise additional concerns in this regard. Notably, one or more of the company's
directors have received a negative or withheld shareholder vote in excess of
10% in the company's most recently reported election, indicating a higher than
usual degree of shareholder dissatisfaction with that individual's performance
as a director. Under such circumstances we recommend further research into
that individual's role on the board, their personal background and experience,
Printed on Apr 10, 2014
This report is for information purposes and should not be considered a solicitation to buy or sell any security. GMI Ratings does
not guarantee its accuracy or make warranties regarding its usage. This report and all of the information contained in it, including
without limitation all text, data, charts, graphs (the "Information") is the property of GMI Ratings, its subsidiaries, or in some
cases third party data suppliers. The Information may not be reproduced, displayed, redistributed or re-transmitted in whole or
in part, in any form, without prior written permission of GMI Ratings. Copyright © 2003-2014 GMI Ratings. All rights reserved.
Page 3 of 49
Abercrombie & Fitch Co. (NYSE:ANF)
Global ESG Rating:
D (17)
Industry:
Market Cap:
ESG Analysis
Retail - Apparel / Accessories
USD 2,962.8mm (Mid Cap)
Country Inc:
United States
Home Market: United States
Last Data Update:
Last ESG Rating Change:
Apr 3, 2014
Nov 6, 2013
involvement in potentially conflicted related party transactions, or service on
committees involved in problematic practices.
As a positive, the company has a majority standard for director elections, which
enables shareholders to better hold directors accountable in uncontested elections.
There are 12 directors in all and the board met 7 times in the last reported year.
There were also 4 non-executive meetings.
OWNERSHIP & CONTROL
While no significant concerns are raised by the company’s corporate governance
practices, shareholders should be aware of the potential risk factors enumerated
below.
Limits on shareholder rights and management-controlled takeover defense
mechanisms currently in place at Abercrombie & Fitch include:
• Constituency provisions that may be invoked to deter tender offers regarded as
hostile by current management
• Fair price provisions that fail to insure that all shareholders are treated fairly
• Limits on the right of shareholders to convene a special or emergency general
meeting
• Limits on the right of shareholders to take action by written consent
• The absence of confidential voting policies
• The absence of cumulative voting rights
ACCOUNTING AND FINANCIAL REPORTING
The Abercrombie & Fitch board of directors includes a fully independent
audit committee, and at least one member of that committee meets our
standards for financial expertise. The company's independent auditor is
PricewaterhouseCoopers LLP. For the most recently reported fiscal year,
Abercrombie & Fitch paid a total of $2,592,828 in audit and other related fees. This
figure includes $2,587,177 in basic audit fees.
ENVIRONMENTAL IMPACTS
Abercrombie & Fitch has been designated High Environmental Impact on the basis
of its primary operating industry. Environmental impacts, policies and practices at
this company are under continual review and monitoring, based on a combination
of news reports, legal and regulatory filings, and the company's own reporting
commitments.
The identification and use of alternative energy sources is an increasingly important
factor in improving a company's ability to reduce its future environmental impacts
and control future costs. Abercrombie & Fitch has been flagged for its limited
efforts in this area. The company has been flagged for its failure to establish
specific environmental impact reduction targets, a critical practice for any company
operating in a high environmental impact industry that is committed to its own
long-term sustainability. The company has been flagged for its failure to utilize an
environmental management system or to seek ISO 14001 certification for some or
all of its operations.
MATERIAL ESG EVENTS
On March 6, 2014, it was reported that Abercrombie & Fitch would pay $4075.96
to one Assistant Manager for failing to pay proper overtime wages under claims
that arose under the Fair Labor Standards Act.
On September 23, 2013, it was reported that Abercrombie &
Fitch had agreed to make religious accommodations to its policy governing
employees'
appearances as part of a settlement of discrimination lawsuits filed in
California. The lawsuits were filed on behalf of two Muslim women who claimed
the company discriminated against them because they were head scarves. Halla
Banafa sued in 2010 after she was denied a job at an Abercrombie store. Hani
Khan sued in 2011 after she was fired. The women's lawsuits were filed by the
U.S. Equal Employment Opportunity Commission.
Printed on Apr 10, 2014
This report is for information purposes and should not be considered a solicitation to buy or sell any security. GMI Ratings does
not guarantee its accuracy or make warranties regarding its usage. This report and all of the information contained in it, including
without limitation all text, data, charts, graphs (the "Information") is the property of GMI Ratings, its subsidiaries, or in some
cases third party data suppliers. The Information may not be reproduced, displayed, redistributed or re-transmitted in whole or
in part, in any form, without prior written permission of GMI Ratings. Copyright © 2003-2014 GMI Ratings. All rights reserved.
Page 4 of 49
Abercrombie & Fitch Co. (NYSE:ANF)
Global ESG Rating:
D (17)
Industry:
Market Cap:
ESG Analysis
Retail - Apparel / Accessories
USD 2,962.8mm (Mid Cap)
Country Inc:
United States
Home Market: United States
Last Data Update:
Last ESG Rating Change:
Apr 3, 2014
Nov 6, 2013
On September 11, 2013, it was reported that a federal judge in California had ruled
Abercrombie & Fitch violated a law when it fired a Muslim woman for wearing a
headscarf. The company fired Umme-Hani Khan after she refused to remove her
headscarf, which she wears when she is in public or around men who are not
immediate family members. The company said she violated the "Look Policy,"
which forbids employees from wearing head wear. The policy is part of a marketing
strategy to convey the Abercrombie brand, the company said. Khan's supervisors
never informed her she was not complying with the policy, and permitted her to
wear her headscarf as long it matched company colors. Khan had been wearing
the headscarf at work for four months before the store's district manager abruptly
terminated her employment. The U.S. Equal Employment Opportunity Commission
sued on Khan's behalf, accusing the company of discriminating against employees
on the basis of religion.
On August 18, 2013, it was reported that a damning report on the Australian fashion
industry shows 93 per cent of brands do not know where their cotton is sourced,
making it likely child labour and exploitation have been involved. Brands Supre,
Abercrombie and Fitch, Rivers, Lacoste and the Specialty Group, which owns
Millers and Katies, were labelled as the worst in the report.
On July 23, 2013, France's official human rights watchdog Defenseur des Droits,
said it was investigating Abercrombie & Fitch Co over concerns the company
discriminates in hiring store staff based on appearance. The rights watchdog, an
official body that investigates suspected discrimination cases, cited in particular a
2006 interview with website salon.com in which Chief Executive Mike Jeffries said
the company hires good-looking people to attract good-looking customers.
On May 20, 2013, Abercrombie & Fitch brand Hollister Co. was found guilty of
discriminating against disabled shoppers because the steps at its store entrances
are not wheelchair-friendly. The company was embroiled in a legal battle for
four years following a slew of complaints from customers. The long-running case
originally grew from complaints filed against two Hollister stores in Colorado by the
Colorado Cross-Disability Coalition. In 2012 the Colorado-focused case grew into
a class-action suit targeting the 248 Hollister stores across the U.S. that feature
imitation porch steps as a main entrance. The U.S. Justice Department has also
weighed in on the discrimination case. It highlighted that the Hollister stores were
built long after the ADA came into play and therefore the entrances violate both
the 'spirit and letter of the law.'
On May 3, 2013, Business Insider reported Abercrombie & Fitch didn’t stock XL
or XXL sizes in women's clothing because they don't want overweight women
wearing their brand. A 2006 interview with Salon, CEO Michael Jeffries said that
his business was built around sex appeal. After the content of the interview was
disseminated through social media, the company faced widespread criticism of its
practices.
On April 17, 2013, Abercrombie and Fitch investigated calls for its clothes to be
taken off the shelves in Germany after tests revealed high levels of cancer-causing
chemical Benzidine. Germany's Plusminus magazine said a series of tests on a
woman's A&F top made in India had "extremely high" levels of the substance, used
in dyes, and said to cause bladder cancer.
On November 25, 2012, Abercrombie & Fitch settled an age-discrimination lawsuit
that raised questions about some of its workplace practices. The lawsuit was
brought against the company by a former pilot in 2010 claiming that he was unfairly
fired and replaced by a younger man. In court documents, the former pilot of
the company's jet detailed, among other examples, a flight manual defining a
mandatory dress code of boxer briefs, jeans below the waist, and a "spritz" of
Abercrombie cologne. No details of the settlement was disclosed.
Printed on Apr 10, 2014
This report is for information purposes and should not be considered a solicitation to buy or sell any security. GMI Ratings does
not guarantee its accuracy or make warranties regarding its usage. This report and all of the information contained in it, including
without limitation all text, data, charts, graphs (the "Information") is the property of GMI Ratings, its subsidiaries, or in some
cases third party data suppliers. The Information may not be reproduced, displayed, redistributed or re-transmitted in whole or
in part, in any form, without prior written permission of GMI Ratings. Copyright © 2003-2014 GMI Ratings. All rights reserved.
Page 5 of 49
Abercrombie & Fitch Co. (NYSE:ANF)
Global ESG Rating:
D (17)
Industry:
Market Cap:
ESG Analysis
Retail - Apparel / Accessories
USD 2,962.8mm (Mid Cap)
Country Inc:
United States
Home Market: United States
Last Data Update:
Last ESG Rating Change:
Apr 3, 2014
Nov 6, 2013
300
Total Shareholder Return (as of 12-31-2013)
Values
200
5 Years 3 Years
1 Year
100
0
- 100
5 Year
3 Year
Abercrom bie & Fitch Co.
Industry
1 Year
Abercrombie & Fitch Co.
56.32
-39.99
-30.04
Retail - Apparel / Accessories
215.44
41.70
27.16
S&P 500
226.66
65.58
37.44
S&P 500
ESG KeyMetrics®
The GMI KeyMetrics list includes the ESG metrics (environmental, social and corporate governance) that most effectively summarize our numerical ESG
Scores and letter-grade ESG Ratings. Most are organized into topical components which have also been assigned their own numerical scores, and have
been calculated both as global and home market scores. Red flags ( ) are shown for those metrics that indicate specific areas of concern, the red flags
indicating more material concerns in the context of a specific company's rating. You can mouse over the metric names for a brief description of each item
and the flagging criteria used, and, except for event-driven metrics, click on the name to jump to the page where any additional information is to be found.
The Accounting (AGR) section includes similar information regarding the corporate governance and accounting metrics that comprise the AGR Rating.
Printed on Apr 10, 2014
This report is for information purposes and should not be considered a solicitation to buy or sell any security. GMI Ratings does
not guarantee its accuracy or make warranties regarding its usage. This report and all of the information contained in it, including
without limitation all text, data, charts, graphs (the "Information") is the property of GMI Ratings, its subsidiaries, or in some
cases third party data suppliers. The Information may not be reproduced, displayed, redistributed or re-transmitted in whole or
in part, in any form, without prior written permission of GMI Ratings. Copyright © 2003-2014 GMI Ratings. All rights reserved.
Page 6 of 49
Abercrombie & Fitch Co. (NYSE:ANF)
Business Overview
BUSINESS OVERVIEW
Abercrombie & Fitch Co. (A&F) through its subsidiaries, is a specialty
retailer of casual apparel for men, women and kids. Through stores
and direct-to-consumer operations, the Company is engaged in
selling an array of products including casual sportswear apparel,
including knit and woven shirts, graphic t-shirts, fleece, jeans and
woven pants, shorts, sweaters, outerwear, personal care products,
and accessories for men, women and kids under the Abercrombie
& Fitch, abercrombie kids, and Hollister brands. In addition, the
Company operates stores and direct-to-consumer operations offering
bras, underwear, personal care products, sleepwear and at-home
products for women under the Gilly Hicks brand. The Company
operates in three segments: U.S. Stores, International Stores, and
Direct-to-Consumer. As of February 2, 2013, the Company operated
912 stores in the United States and 139 stores outside of the United
States.
EQUITY COMPOSITION
Class A Common Stock $.01 Par, 04/11, 150M auth., 103,300,000
issd., 16,054,000 shs in Treas @ $725.3M. Insiders control 1.47%.
IPO: 10/96, 8,050,000 shs. @$16 by Goldman, Sachs & Co. 6/99, 2for-1 stock split. 5/98, converted all Class B into Class A. 7/29/95=26
weeks.
STOCK LISTINGS
Primary
Country
Exchange
Ticker
USA
NYSE
ANF
Issue Type
ANALYST FOOTNOTES
FY'00 Q's are restated for acct. change. FY '00-'99 financls are
reclass. FY'01 Q's are reclass. FY'95-'96, '99-'01 Summ. Q's as
reported.
FUNDAMENTAL SUMMARY
Key data relating to the company's fundamental business performance.
Income Statement
Total Revenue
Gross Profit
Total Operating Expense
Operating Income
Net Income Before Taxes
Net Income After Taxes
Net Income Before Extra. Items
Net Income
Income Available to Com Excl ExtraOrd
Income Available to Com Incl ExtraOrd
Diluted Net Income
Normalized Income Before Taxes
Normalized Income After Taxes
Normalized Inc. Avail to Com.
USD 1,033.3 mm
USD 651.0 mm
USD 1,068.7 mm
USD -35.4 mm
USD -37.0 mm
USD -15.6 mm
USD -15.6 mm
USD -15.6 mm
USD -15.6 mm
USD -15.6 mm
USD -15.6 mm
USD -37.0 mm
USD -15.6 mm
USD -15.6 mm
Balance Sheet
Total Current Assets
Total Assets
Total Current Liabilities
Total Debt
Total Liabilities
Total Equity
Total Liabilities & Shareholders' Equity
Total Common Shares Outstanding
USD 1,286.6 mm
USD 2,852.4 mm
USD 603.6 mm
USD 200.4 mm
USD 1,177.4 mm
USD 1,675.0 mm
USD 2,852.4 mm
USD 76.4 mm
FINANCIAL SUMMARY
BRIEF: For the 39 weeks ended 02 November 2013, Abercrombie
& Fitch Co. revenues decreased 7% to $2.82B. Net loss totaled
$11.5M vs. income of $79.8M. Revenues reflect U.S. Stores segment
decrease of 41% to $1.07B, International Stores segment decrease
of 26% to $583.7M, United States segment decrease of 40% to
$1.27B, Europe segment decrease of 27% to $540M, Comp. Store
Sales (%) - Hollister decrease from -0.3 to -15.5%.
ANNUAL MEETING
Date
06/20/2013
Location
Corporate Headquarters
Printed on Apr 10, 2014
This report is for information purposes and should not be considered a solicitation to buy or sell any security. GMI Ratings does
not guarantee its accuracy or make warranties regarding its usage. This report and all of the information contained in it, including
without limitation all text, data, charts, graphs (the "Information") is the property of GMI Ratings, its subsidiaries, or in some
cases third party data suppliers. The Information may not be reproduced, displayed, redistributed or re-transmitted in whole or
in part, in any form, without prior written permission of GMI Ratings. Copyright © 2003-2014 GMI Ratings. All rights reserved.
Page 7 of 49
Abercrombie & Fitch Co. (NYSE:ANF)
Business Overview
CONTACT INFO
Mailing address
6301 Fitch Path
NEW ALBANY, OH 43054 United States
Phone
+1-(614)-2836500
Fax
+1-(302)-6555049
Web Site
http://www.abercrombie.com
Incorporated in
Delaware, United States
Primary Contact
Mr. Ronald A Robers Jr.
1 614 283 6500
Senior Vice President, General Counsel and
Secretary
Investor Relations
Mr. Eric Cerny
1 614 283 6385
Manager, Investor Relations
General Counsel
Ronald A. Robins, Jr.
Printed on Apr 10, 2014
This report is for information purposes and should not be considered a solicitation to buy or sell any security. GMI Ratings does
not guarantee its accuracy or make warranties regarding its usage. This report and all of the information contained in it, including
without limitation all text, data, charts, graphs (the "Information") is the property of GMI Ratings, its subsidiaries, or in some
cases third party data suppliers. The Information may not be reproduced, displayed, redistributed or re-transmitted in whole or
in part, in any form, without prior written permission of GMI Ratings. Copyright © 2003-2014 GMI Ratings. All rights reserved.
Page 8 of 49
Abercrombie & Fitch Co. (NYSE:ANF)
Global ESG Rating:
D (17)
Industry:
Market Cap:
Governance - Board
Retail - Apparel / Accessories
USD 2,962.8mm (Mid Cap)
Component Ratings
Country Inc:
United States
Home Market: United States
Global Home Market Sector Impact
ESG OVERALL
D
D
D
GOVERNANCE
C
C
C
Board
C
C
C
25.1 %
Pay
D
D
D
C
B
C
Apr 3, 2014
Nov 6, 2013
Company Peers
Company
67.5 %
Last Data Update:
Last ESG Rating Change:
Ticker
Country
Market
1 year
Cap ($mm) TSR
Total
Directors
Board Board
Rating Score
Foot Locker, Inc.
NYSE:FL
USA
6,769.07
32.01
10
B
Urban Outfitters, Inc.
NASD:URBN
USA
5,356.18
-5.74
7
F
4
23.7 %
Kate Spade & Co
NYSE:KATE
USA
4,565.74 157.59
12
C
60
13.3 %
Carter's, Inc.
NYSE:CRI
USA
4,080.01
29.88
10
B
84
DSW Inc.
NYSE:DSW
USA
3,217.63
31.31
11
C
28
Abercrombie & Fitch Co.
NYSE:ANF
USA
2,962.77 -30.04
12
C
51
Ascena Retail Group Inc
NASD:ASNA
USA
2,781.80
14.56
7
D
12
Chico's FAS, Inc.
NYSE:CHS
USA
2,469.50
3.46
8
C
59
American Eagle Outfitters
NYSE:AEO
USA
2,387.91 -28.05
9
C
66
Country: United States
Guess?, Inc.
NYSE:GES
USA
2,364.10
30.11
6
C
46
Home Market: United States
The Men's Wearhouse, Inc.
NYSE:MW
USA
2,297.32
67.05
10
D
20
Sector: Cyclical Consumer Goods / Services
The Buckle, Inc.
NYSE:BKE
USA
2,203.90
19.15
9
D
8
Ownership
Control
&
Accounting
ENVIRONMENTAL
SOCIAL
C
C
C
D
F
F
C
C
F
5.0 %
10.4 %
22.2 %
90
Data as of Apr 3, 2014
Governance - Board KeyMetrics
Flag
Impact
Related Party Transactions
7.4 %
Overboarded Non-Exec Directors
7.4 %
Negative Director Votes
7.4 %
Risk Management Expertise
3.0 %
Printed on Apr 10, 2014
This report is for information purposes and should not be considered a solicitation to buy or sell any security. GMI Ratings does
not guarantee its accuracy or make warranties regarding its usage. This report and all of the information contained in it, including
without limitation all text, data, charts, graphs (the "Information") is the property of GMI Ratings, its subsidiaries, or in some
cases third party data suppliers. The Information may not be reproduced, displayed, redistributed or re-transmitted in whole or
in part, in any form, without prior written permission of GMI Ratings. Copyright © 2003-2014 GMI Ratings. All rights reserved.
Page 9 of 49
Abercrombie & Fitch Co. (NYSE:ANF)
Global ESG Rating:
D (17)
Industry:
Market Cap:
Governance - Board
Retail - Apparel / Accessories
USD 2,962.8mm (Mid Cap)
Country Inc:
United States
Home Market: United States
Last Data Update:
Last ESG Rating Change:
Apr 3, 2014
Nov 6, 2013
About the Board
Chairman of the Board
Arthur C. Martinez
Chief Executive Officer
Michael S. Jeffries
Lead Director
Craig R. Stapleton
Formal Governance Policy Available?
Yes
Business Ethics Policy Available?
Yes
Full Board Meetings Held Last Year
7
Non-Executive Director Mtgs Held Last Year
4
Classified Board Elections?
No
Director Election Standard?
Majority
Independent Audit Committee?
Yes
Independent Comp Committee?
Yes
Independent Nominating Committee?
Yes
Board Has Outside Majority?
Yes
Total Directors
12
Inside Directors
1
Outside Directors
10
Outside Related Directors
1
Designated Directors
0
Directors Over 70
2
Directors With Over 15yrs Tenure
2
Overboarded Executive Directors
0
Overboarded Non-Executive Directors
1
Female Directors
2
Directors Who Are CEOs of a Rated Company
2
Directors Who Failed Min Attendance
0
Directors Who Hold Minimal Shares in the
Company
0
Flagged Directors
0
Board of Directors
Name
Age
Archie M. Griffin
Arthur C. Martinez
COB
Charles R. Perrin
Craig R. Stapleton
LD
Tenure Boards
Status
Relationship
58
14
1
Active
Outside
73
0
6
Active
Outside
68
0
2
Active
Outside
68
5
3
Active
Outside
Share Held Vote Against % Proxy Votes Year
36,999
11.50%
2011
24,025
16.08%
2013
Elizabeth M. Lee
69
4
1
Active
Outside
7,267
3.04%
2011
James B. Bachmann
70
11
2
Active
Outside
14,915
3.39%
2013
John W. Kessler
77
16
2
Active
Outside Related
14,289
16.69%
2013
Kevin S. Huvane
54
3
1
Active
Outside
4,500
15.97%
2013
Lauren J. Brisky
62
11
1
Active
Outside
23,492
10.13%
2011
1,500
16.01%
2013
1,007,728
4.14%
2013
Michael E. Greenlees
66
3
1
Active
Outside
Michael S. Jeffries
69
18
1
Active
Inside
67
0
3
Active
Outside
CEO
Terry Burman
Printed on Apr 10, 2014
This report is for information purposes and should not be considered a solicitation to buy or sell any security. GMI Ratings does
not guarantee its accuracy or make warranties regarding its usage. This report and all of the information contained in it, including
without limitation all text, data, charts, graphs (the "Information") is the property of GMI Ratings, its subsidiaries, or in some
cases third party data suppliers. The Information may not be reproduced, displayed, redistributed or re-transmitted in whole or
in part, in any form, without prior written permission of GMI Ratings. Copyright © 2003-2014 GMI Ratings. All rights reserved.
Page 10 of 49
Abercrombie & Fitch Co. (NYSE:ANF)
Global ESG Rating:
D (17)
Industry:
Market Cap:
Governance - Board
Retail - Apparel / Accessories
USD 2,962.8mm (Mid Cap)
Name
Country Inc:
United States
Home Market: United States
Age
Allan A. Tuttle
Tenure Boards
Last Data Update:
Last ESG Rating Change:
Status
Relationship
Apr 3, 2014
Nov 6, 2013
Share Held Vote Against % Proxy Votes Year
3
0
Retired
Outside
8,451
Daniel J. Brestle
67
2
1
Retired
Outside
2,394
3.46%
2008
Edward F. Limato
73
7
0
Retired
Outside
16,971
48.41%
2010
John A. Golden
64
10
0
Retired
Kathryn D. Sullivan Ph.D.
59
3
0
Retired
Outside
54,082
8.57%
2007
Outside
200
Leslie H. Wexner
75
2
1
Retired
Outside Related
Robert A. Rosholt
63
2
1
Retired
Outside
25.87%
2010
Robert S. Singer
61
1
2
Retired
Inside
4,269
Russell M. Gertmenian
61
9
0
Retired
Outside
35,728
12.81%
2005
Sam N. Shahid Jr.
67
7
0
Retired
Outside Related
4,058
Seth R. Johnson
59
6
1
Retired
Inside
56,249
0
1,930
Board Committees
Name
Age
Board Tenure
Committee Status
Relationship
Audit Committee (met 8 time(s) last year)
Name
Age
Board Tenure
Lauren J. Brisky
62
James B. Bachmann
70
Craig R. Stapleton
Michael E. Greenlees
Charles R. Perrin
Committee Status
Relationship
11
X
Outside
11
C
Outside
68
5
X
Outside
66
3
X
Outside
68
0
X
Outside
Compensation Committee (met 6 time(s) last year)
Name
Age
Board Tenure
Committee Status
Relationship
Terry Burman
67
0
X
Outside
Charles R. Perrin
68
0
X
Outside
Craig R. Stapleton
68
5
X
Outside
Kevin S. Huvane
54
3
X
Outside
66
3
C
Outside
Michael E. Greenlees
Executive Committee (met 4 time(s) last year)
Name
Age
Board Tenure
Committee Status
Relationship
Craig R. Stapleton
68
5
X
Outside
John W. Kessler
77
16
C
Outside Related
Michael S. Jeffries
69
18
X
Inside
Nominating and Governance Committee (met 6 time(s) last year)
Name
Age
Board Tenure
Committee Status
Relationship
Craig R. Stapleton
68
5
C
Outside
Terry Burman
67
0
X
Outside
Lauren J. Brisky
62
11
X
Outside
58
14
X
Outside
Archie M. Griffin
Corporate Social Responsibility Committee (met 4 time(s) last year)
Name
Age
Board Tenure
Committee Status
Relationship
John W. Kessler
77
16
X
Outside Related
Archie M. Griffin
58
14
C
Outside
Elizabeth M. Lee
69
4
X
Outside
Printed on Apr 10, 2014
This report is for information purposes and should not be considered a solicitation to buy or sell any security. GMI Ratings does
not guarantee its accuracy or make warranties regarding its usage. This report and all of the information contained in it, including
without limitation all text, data, charts, graphs (the "Information") is the property of GMI Ratings, its subsidiaries, or in some
cases third party data suppliers. The Information may not be reproduced, displayed, redistributed or re-transmitted in whole or
in part, in any form, without prior written permission of GMI Ratings. Copyright © 2003-2014 GMI Ratings. All rights reserved.
Page 11 of 49
Abercrombie & Fitch Co. (NYSE:ANF)
Global ESG Rating:
D (17)
Industry:
Market Cap:
Governance - Board
Retail - Apparel / Accessories
USD 2,962.8mm (Mid Cap)
Country Inc:
United States
Home Market: United States
Name
Kevin S. Huvane
Age
Board Tenure
Committee Status
Relationship
54
3
X
Outside
Auditor: PricewaterhouseCoopers LLP
Payment Amount
Audit Fees
2,587,177
Audit Related Fees
0
Audit Tax Fees
5,651
Other Audit Fees
0
Total Fees
$ 2,592,828
Last Data Update:
Last ESG Rating Change:
Apr 3, 2014
Nov 6, 2013
Auditor Fees
Other: 0.00 %
Audit Tax : 0.22 %
Audit Related: 0.00 %
Audit: 99.78 %
Printed on Apr 10, 2014
This report is for information purposes and should not be considered a solicitation to buy or sell any security. GMI Ratings does
not guarantee its accuracy or make warranties regarding its usage. This report and all of the information contained in it, including
without limitation all text, data, charts, graphs (the "Information") is the property of GMI Ratings, its subsidiaries, or in some
cases third party data suppliers. The Information may not be reproduced, displayed, redistributed or re-transmitted in whole or
in part, in any form, without prior written permission of GMI Ratings. Copyright © 2003-2014 GMI Ratings. All rights reserved.
Page 12 of 49
Abercrombie & Fitch Co. (NYSE:ANF)
Global ESG Rating:
D (17)
Industry:
Market Cap:
Director Bio
Retail - Apparel / Accessories
USD 2,962.8mm (Mid Cap)
Country Inc:
United States
Home Market: United States
Last Data Update:
Last ESG Rating Change:
Arthur C. Martinez
Apr 3, 2014
Nov 6, 2013
Title :
Mr. Arthur C. Martinez is Non-Executive Independent Chairman of the Board of Abercrombie & Fitch Co. Mr.
Martinez brings substantial public company board experience and senior executive experience in the retail
industry. Mr. Martinez currently serves on the Board of Directors of American International Group, IAC/Interactive
Corporation, Fifth & Pacific Companies (formerly Liz Claiborne), International Flavors & Fragrances, Inc., where
he is Lead Director, and HSN, Inc., where he is Chairman. In connection with his appointment as a Director
and Non-Executive Chairman of Abercrombie & Fitch, Mr. Martinez has notified the boards of two companies,
of which he currently is a director, that he will not stand for reelection at the next annual meeting. Mr. Martinez
previously served on the Board of PepsiCo, Inc. and was Chairman of the Board of the Federal Reserve Bank of
Chicago. He also served as Chairman and CEO of Sears, Roebuck and Co. and prior to that was Vice Chairman
and a Director of Saks Fifth Avenue. Prior to that, Mr. Martinez served as the Group Chief Executive for the
retail division of B.A.T. Industries/BATUS, Inc., which included Saks Fifth Avenue, Marshall Field’s and other
department stores. Mr. Martinez received a B.S. degree from Polytechnic University of New York University, and
an M.B.A. degree from Harvard Business School.
Non-Executive Chairman of the
Board
Start Date :
Jan 27, 2014
External Directorships
Company
Current
ESG Rating
Current AGR Rating
Title
Dates
IAC/InterActiveCorp (NASD:IACI)
C
Average (60)
Director
- Head of Compensation Committee
- Head of Human Resources
Committee
Sep 15, 2005
- Jun 15, 2014
Kate Spade & Co (NYSE:KATE)
C
Very Aggressive (10)
Director
- Head of Compensation Committee
- Member of Audit Committee
Jan 3, 2001 May 15, 2014
PepsiCo, Inc. (NYSE:PEP)
C
Average (55)
Director
May 15, 1999
- May 2, 2012
Martha Stewart Living Omnimedia, Inc.
(NYSE:MSO)
C
Average (70)
Director
Jun 4, 2003 Jul 27, 2004
Abercrombie & Fitch Co. (NYSE:ANF)
D
Average (75)
Non-Executive Chairman of the
Board
Jan 27, 2014
- Present
American International Group Inc (NYSE:AIG)
C
Average (59)
Director
- Head of Compensation Committee
- Member of Governance Committee
- Member of Nominating Committee
Jun 15, 2009
- Present
International Flavors & Fragrances Inc
(NYSE:IFF)
C
Aggressive (16)
Director
- Member of Audit Committee
- Member of Governance Committee
- Member of Nominating Committee
Jun 30, 2006
- Present
HSN, Inc. (NASD:HSNI)
C
Average (54)
Chairman of the Board
- Head of Governance Committee
- Head of Nominating Committee
- Member of Executive Committee
Aug 15, 2008
- Present
Education
Name
Degree
University of Notre Dame
Juris Doctor
Harvard University
Masters of Business
Administration
Polytechnic University in New York
Bachelor of Science
Printed on Apr 10, 2014
Major
Graduated
Mechanical
Engineering
This report is for information purposes and should not be considered a solicitation to buy or sell any security. GMI Ratings does
not guarantee its accuracy or make warranties regarding its usage. This report and all of the information contained in it, including
without limitation all text, data, charts, graphs (the "Information") is the property of GMI Ratings, its subsidiaries, or in some
cases third party data suppliers. The Information may not be reproduced, displayed, redistributed or re-transmitted in whole or
in part, in any form, without prior written permission of GMI Ratings. Copyright © 2003-2014 GMI Ratings. All rights reserved.
Page 13 of 49
Abercrombie & Fitch Co. (NYSE:ANF)
Global ESG Rating:
D (17)
Industry:
Market Cap:
Director Bio
Retail - Apparel / Accessories
USD 2,962.8mm (Mid Cap)
Country Inc:
United States
Home Market: United States
Last Data Update:
Last ESG Rating Change:
Michael S. Jeffries
Apr 3, 2014
Nov 6, 2013
Title :
Mr. Michael S. Jeffries is Chief Executive Officer, Director of Abercrombie & Fitch Co. Mr. Jeffries has served
as Chairman of the Company since May 1998, and as Chief Executive Officer of the Company since February
1992. From February 1992 until May 1998, Mr. Jeffries held the title of President of the Company.
Chief Executive Officer, Director
Committees :
Executive
Start Date :
Jan 27, 2014
External Directorships
Company
Abercrombie & Fitch Co. (NYSE:ANF)
Printed on Apr 10, 2014
Current
ESG Rating
Current AGR Rating
D
Average (75)
Title
Chief Executive Officer, Director
- Member of Executive Committee
This report is for information purposes and should not be considered a solicitation to buy or sell any security. GMI Ratings does
not guarantee its accuracy or make warranties regarding its usage. This report and all of the information contained in it, including
without limitation all text, data, charts, graphs (the "Information") is the property of GMI Ratings, its subsidiaries, or in some
cases third party data suppliers. The Information may not be reproduced, displayed, redistributed or re-transmitted in whole or
in part, in any form, without prior written permission of GMI Ratings. Copyright © 2003-2014 GMI Ratings. All rights reserved.
Dates
Jan 27, 2014
- Present
Page 14 of 49
Abercrombie & Fitch Co. (NYSE:ANF)
Global ESG Rating:
D (17)
Industry:
Market Cap:
Director Bio
Retail - Apparel / Accessories
USD 2,962.8mm (Mid Cap)
Country Inc:
United States
Home Market: United States
Last Data Update:
Last ESG Rating Change:
Jonathan E. Ramsden
Apr 3, 2014
Nov 6, 2013
Title :
Mr. Jonathan E. Ramsden is Chief Financial Officer, Chief Operating Officer of Abercrombie & Fitch Co. From
December 1998 to December 2008, Mr. Ramsden served as Chief Financial Officer and a member of the
Executive Committee of TBWA Worldwide, a large advertising agency network and a division of Omnicom
Group Inc. Prior to becoming Chief Financial Officer of TWBA Worldwide, he served as Controller and Principal
Accounting Officer of Omnicom Group Inc. from June 1996 to December 1998.
Chief Financial Officer, Chief
Operating Officer
Start Date :
Jan 27, 2014
External Directorships
Company
Current
ESG Rating
Current AGR Rating
Omnicom Group Inc. (NYSE:OMC)
C
Aggressive (23)
Abercrombie & Fitch Co. (NYSE:ANF)
D
Average (75)
Printed on Apr 10, 2014
Title
Controller
Chief Financial Officer, Chief
Operating Officer
This report is for information purposes and should not be considered a solicitation to buy or sell any security. GMI Ratings does
not guarantee its accuracy or make warranties regarding its usage. This report and all of the information contained in it, including
without limitation all text, data, charts, graphs (the "Information") is the property of GMI Ratings, its subsidiaries, or in some
cases third party data suppliers. The Information may not be reproduced, displayed, redistributed or re-transmitted in whole or
in part, in any form, without prior written permission of GMI Ratings. Copyright © 2003-2014 GMI Ratings. All rights reserved.
Dates
Jun 15, 1996 Jun 15, 1998
Jan 27, 2014
- Present
Page 15 of 49
Abercrombie & Fitch Co. (NYSE:ANF)
Global ESG Rating:
D (17)
Industry:
Market Cap:
Director Bio
Retail - Apparel / Accessories
USD 2,962.8mm (Mid Cap)
Country Inc:
United States
Home Market: United States
Last Data Update:
Last ESG Rating Change:
James N. Bierbower
Apr 3, 2014
Nov 6, 2013
Title :
Mr. James N. Bierbower is Executive Vice President - Human Resources of Abercrombie & Fitch Co. He joined
Abercrombie & Fitch in 2006 as Vice President - Organizational Development. He was promoted to Senior Vice
President in 2008 and assumed his most current role as Senior Vice President - Human Resources two years
ago. Mr. Bierbower is a graduate of the University of Pennsylvania's Wharton School. Prior to joining A&F, he
held a variety of positions in merchandising, human resources, finance and operations with The May Department
Stores Company.
Executive Vice President - Human
Resources
Start Date :
Feb 26, 2014
External Directorships
Company
Abercrombie & Fitch Co. (NYSE:ANF)
Current
ESG Rating
Current AGR Rating
D
Average (75)
Title
Executive Vice President - Human
Resources
Dates
Feb 26, 2014
- Present
Education
Name
Degree
Major
Graduated
Wharton School of Business at the University of
Pennsylvania
Printed on Apr 10, 2014
This report is for information purposes and should not be considered a solicitation to buy or sell any security. GMI Ratings does
not guarantee its accuracy or make warranties regarding its usage. This report and all of the information contained in it, including
without limitation all text, data, charts, graphs (the "Information") is the property of GMI Ratings, its subsidiaries, or in some
cases third party data suppliers. The Information may not be reproduced, displayed, redistributed or re-transmitted in whole or
in part, in any form, without prior written permission of GMI Ratings. Copyright © 2003-2014 GMI Ratings. All rights reserved.
Page 16 of 49
Abercrombie & Fitch Co. (NYSE:ANF)
Global ESG Rating:
D (17)
Industry:
Market Cap:
Director Bio
Retail - Apparel / Accessories
USD 2,962.8mm (Mid Cap)
Country Inc:
United States
Home Market: United States
Last Data Update:
Last ESG Rating Change:
Diane Chang
Apr 3, 2014
Nov 6, 2013
Title :
Ms. Diane Chang is Executive Vice President - Sourcing of Abercrombie & Fitch Co., since May 2004. Prior
thereto, Ms. Chang held the position of Senior Vice President — Sourcing of A&F from February 2000 to May
2004 and the position of Vice President — Sourcing of A&F from May 1998 to February 2000.
Executive Vice President - Sourcing
Start Date :
May 15, 2004
External Directorships
Company
Abercrombie & Fitch Co. (NYSE:ANF)
Printed on Apr 10, 2014
Current
ESG Rating
Current AGR Rating
Title
Dates
D
Average (75)
Executive Vice President - Sourcing
May 15, 2004
- Present
This report is for information purposes and should not be considered a solicitation to buy or sell any security. GMI Ratings does
not guarantee its accuracy or make warranties regarding its usage. This report and all of the information contained in it, including
without limitation all text, data, charts, graphs (the "Information") is the property of GMI Ratings, its subsidiaries, or in some
cases third party data suppliers. The Information may not be reproduced, displayed, redistributed or re-transmitted in whole or
in part, in any form, without prior written permission of GMI Ratings. Copyright © 2003-2014 GMI Ratings. All rights reserved.
Page 17 of 49
Abercrombie & Fitch Co. (NYSE:ANF)
Global ESG Rating:
D (17)
Industry:
Market Cap:
Director Bio
Retail - Apparel / Accessories
USD 2,962.8mm (Mid Cap)
Country Inc:
United States
Home Market: United States
Last Data Update:
Last ESG Rating Change:
Leslee K. Herro
Apr 3, 2014
Nov 6, 2013
Title :
Ms. Leslee K. Herro is Executive Vice President - Planning and Allocation of Abercrombie & Fitch Co., since May
2004. Prior thereto, Ms. Herro held the position of Senior Vice President — Planning and Allocation of A&F from
February 2000 to May 2004 and the position of Vice President — Planning & Allocation of A&F from February
1994 to February 2000.
Executive Vice President - Planning
and Allocation
Start Date :
May 15, 2004
External Directorships
Company
Abercrombie & Fitch Co. (NYSE:ANF)
Printed on Apr 10, 2014
Current
ESG Rating
Current AGR Rating
D
Average (75)
Title
Executive Vice President - Planning
and Allocation
This report is for information purposes and should not be considered a solicitation to buy or sell any security. GMI Ratings does
not guarantee its accuracy or make warranties regarding its usage. This report and all of the information contained in it, including
without limitation all text, data, charts, graphs (the "Information") is the property of GMI Ratings, its subsidiaries, or in some
cases third party data suppliers. The Information may not be reproduced, displayed, redistributed or re-transmitted in whole or
in part, in any form, without prior written permission of GMI Ratings. Copyright © 2003-2014 GMI Ratings. All rights reserved.
Dates
May 15, 2004
- Present
Page 18 of 49
Abercrombie & Fitch Co. (NYSE:ANF)
Global ESG Rating:
D (17)
Industry:
Market Cap:
Director Bio
Retail - Apparel / Accessories
USD 2,962.8mm (Mid Cap)
Country Inc:
United States
Home Market: United States
Last Data Update:
Last ESG Rating Change:
Amy Zehrer
Apr 3, 2014
Nov 6, 2013
Title :
Ms. Amy Zehrer is Executive Vice President - Stores of Abercrombie & Fitch Co. Prior thereto, Ms. Zehrer held
the position of Senior Vice President — Stores of A&F from November 2007 to February 2013 and the position
of Vice President — Stores of A&F from August 2006 to November 2007. Ms. Zehrer has been with A&F since
1992 playing an integral part in evolving the brands and the success of the Company's international expansion.
Executive Vice President - Stores
Start Date :
Feb 26, 2013
External Directorships
Company
Abercrombie & Fitch Co. (NYSE:ANF)
Printed on Apr 10, 2014
Current
ESG Rating
Current AGR Rating
D
Average (75)
Title
Executive Vice President - Stores
This report is for information purposes and should not be considered a solicitation to buy or sell any security. GMI Ratings does
not guarantee its accuracy or make warranties regarding its usage. This report and all of the information contained in it, including
without limitation all text, data, charts, graphs (the "Information") is the property of GMI Ratings, its subsidiaries, or in some
cases third party data suppliers. The Information may not be reproduced, displayed, redistributed or re-transmitted in whole or
in part, in any form, without prior written permission of GMI Ratings. Copyright © 2003-2014 GMI Ratings. All rights reserved.
Dates
Feb 26, 2013
- Present
Page 19 of 49
Abercrombie & Fitch Co. (NYSE:ANF)
Global ESG Rating:
D (17)
Industry:
Market Cap:
Director Bio
Retail - Apparel / Accessories
USD 2,962.8mm (Mid Cap)
Country Inc:
United States
Home Market: United States
Last Data Update:
Last ESG Rating Change:
Robert E. Bostrom
Apr 3, 2014
Nov 6, 2013
Title :
Mr. Robert E. Bostrom has been appointed as Senior Vice President, General Counsel, Corporate Secretary of
Abercrombie & Fitch Co., effective January 2014. Mr. Bostrom, who graduated from Boston College Law School in
1980. Mr. Bostrom joins Abercrombie from international law firm Greenberg Traurig, where he served as Co-Chair
of the Financial Regulatory and Compliance Practice, a firm known for quality and innovation and particularly
experienced in the areas of law and business concerns. Prior to that, Mr. Bostrom was Executive Vice President,
General Counsel and Corporate Secretary of The Federal Home Loan Mortgage Corporation, where he played
a pivotal role directing the company's legal strategy during the financial crisis. During his tenure, he was named
one of the most influential in-house counsels in Washington DC by The National Law Journal, and Freddie Mac
was recognized as having one of the country's Best Legal Departments in 2011 by Corporate Counsel magazine.
He has advised boards of directors and committees on corporate governance issues, compliance and enterprise
risk management programs, and crisis management. Earlier in his career, Mr. Bostrom served as Executive Vice
President and General Counsel - Legal and Regulatory of National Westminster Bancorp, which controlled a
large US subsidiary of a major global bank, and ultimately helped structure the sale of the bank for $3.6 billion.
Senior Vice President, General
Counsel, Corporate Secretary
Start Date :
Jan 15, 2014
External Directorships
Company
Abercrombie & Fitch Co. (NYSE:ANF)
Current
ESG Rating
Current AGR Rating
D
Average (75)
Federal Home Loan Mortgage Corp (OTC:FMCC)
Conservative (99)
Title
Dates
Senior Vice President, General
Counsel, Corporate Secretary
Jan 15, 2014
- Present
Executive Vice President, General
Counsel, Corporate Secretary
Feb 1, 2006 Jul 29, 2011
Education
Name
Degree
Boston College
Juris Doctor
Columbia University
Masters
Franklin and Marshall College
Bachelor of Arts
Printed on Apr 10, 2014
Major
Graduated
This report is for information purposes and should not be considered a solicitation to buy or sell any security. GMI Ratings does
not guarantee its accuracy or make warranties regarding its usage. This report and all of the information contained in it, including
without limitation all text, data, charts, graphs (the "Information") is the property of GMI Ratings, its subsidiaries, or in some
cases third party data suppliers. The Information may not be reproduced, displayed, redistributed or re-transmitted in whole or
in part, in any form, without prior written permission of GMI Ratings. Copyright © 2003-2014 GMI Ratings. All rights reserved.
Page 20 of 49
Abercrombie & Fitch Co. (NYSE:ANF)
Global ESG Rating:
D (17)
Industry:
Market Cap:
Director Bio
Retail - Apparel / Accessories
USD 2,962.8mm (Mid Cap)
Country Inc:
United States
Home Market: United States
Last Data Update:
Last ESG Rating Change:
James B. Bachmann
Apr 3, 2014
Nov 6, 2013
Title :
Mr. James B. Bachmann is Independent Director of Abercrombie & Fitch Co., since July 2003. Mr. Bachmann
retired in 2003 as Managing Partner of the Columbus, Ohio office of Ernst & Young LLP, after serving in various
management and audit engagement partner roles in his 36 years with the firm. Mr. Bachmann also serves as the
lead independent director and Chair of the Audit Committee of Lancaster Colony Corporation, a company which
manufactures and markets food products and for which he has served as a director since 2003.
Director
Committees :
Audit (HEAD)
Start Date :
Jul 11, 2003
External Directorships
Company
Current
ESG Rating
Current AGR Rating
Title
Dates
Lancaster Colony Corp. (NASD:LANC)
C
Average (84)
Director
- Head of Audit Committee
- Member of Executive Committee
Nov 15, 2007
- Present
Abercrombie & Fitch Co. (NYSE:ANF)
D
Average (75)
Director
- Head of Audit Committee
- Member of Compensation
Committee
Jul 11, 2003
- Present
Education
Name
Degree
John Carroll University
Bachelors
Printed on Apr 10, 2014
Major
Graduated
Accounting
This report is for information purposes and should not be considered a solicitation to buy or sell any security. GMI Ratings does
not guarantee its accuracy or make warranties regarding its usage. This report and all of the information contained in it, including
without limitation all text, data, charts, graphs (the "Information") is the property of GMI Ratings, its subsidiaries, or in some
cases third party data suppliers. The Information may not be reproduced, displayed, redistributed or re-transmitted in whole or
in part, in any form, without prior written permission of GMI Ratings. Copyright © 2003-2014 GMI Ratings. All rights reserved.
Page 21 of 49
Abercrombie & Fitch Co. (NYSE:ANF)
Global ESG Rating:
D (17)
Industry:
Market Cap:
Director Bio
Retail - Apparel / Accessories
USD 2,962.8mm (Mid Cap)
Country Inc:
United States
Home Market: United States
Last Data Update:
Last ESG Rating Change:
Lauren J. Brisky
Apr 3, 2014
Nov 6, 2013
Title :
Ms. Lauren J. Brisky is Independent Director of Abercrombie & Fitch Co., since July 2003. Ms. Brisky retired
February 1, 2009 as the Vice Chancellor for Administration and Chief Financial Officer of Vanderbilt University,
after serving 10 years in that capacity. As the Vice Chancellor for Administration and Chief Financial Officer,
she served as the financial liaison for Vanderbilt University’s Audit, Budget and Executive Committees and
was responsible for Vanderbilt University’s financial management as well as administrative infrastructure,
which included such areas as facilities and construction, human resources, information systems and business
operations. She served as Associate Vice Chancellor for Finance of Vanderbilt University from 1988 until her
1999 appointment to Vice Chancellor. Ms. Brisky has also held positions at the University of Pennsylvania,
Cornell University and North Carolina State University. She serves as Chair of the Board of Trustees for Simmons
College, where she has served as a member of the Board since 2000. Ms. Brisky has also served as a member
of the Board of Directors of the Metropolitan Sports Authority of Nashville since 2004.
Director
Committees :
Audit , Governance , Nominating
Start Date :
Jul 11, 2003
External Directorships
Company
Abercrombie & Fitch Co. (NYSE:ANF)
Current
ESG Rating
Current AGR Rating
D
Average (75)
Title
Director
- Member of Audit Committee
- Member of Governance Committee
- Member of Nominating Committee
Dates
Jul 11, 2003
- Present
Education
Name
Degree
Cornell University
Masters of Business
Administration
Simmons College of Kentucky
Bachelor of Arts
Printed on Apr 10, 2014
Major
Graduated
This report is for information purposes and should not be considered a solicitation to buy or sell any security. GMI Ratings does
not guarantee its accuracy or make warranties regarding its usage. This report and all of the information contained in it, including
without limitation all text, data, charts, graphs (the "Information") is the property of GMI Ratings, its subsidiaries, or in some
cases third party data suppliers. The Information may not be reproduced, displayed, redistributed or re-transmitted in whole or
in part, in any form, without prior written permission of GMI Ratings. Copyright © 2003-2014 GMI Ratings. All rights reserved.
Page 22 of 49
Abercrombie & Fitch Co. (NYSE:ANF)
Global ESG Rating:
D (17)
Industry:
Market Cap:
Director Bio
Retail - Apparel / Accessories
USD 2,962.8mm (Mid Cap)
Country Inc:
United States
Home Market: United States
Last Data Update:
Last ESG Rating Change:
Terry Lee Burman
Apr 3, 2014
Nov 6, 2013
Title :
Mr. Terry Lee Burman is Independent Director of Abercrombie & Fitch Co. Mr. Burman brings to the Board
significant experience and expertise in the retail industry. Mr. Burman is currently Chairman of Zale Corporation,
and he serves on the Board of Tuesday Morning Corporation. He previously served on the Boards of Barry’s
Jewelers, Inc., Caesars World, Inc., Unimax Corporation and Yankee Candle Company. Mr. Burman was
previously CEO of Signet Jewelers Ltd. and served on the Signet Board of Directors. Prior to Signet, Mr. Burman
was President and CEO of Barry’s Jewelers, Inc. Mr. Burman received a B.S. from the University of Southern
California.
Director
Committees :
Compensation , Governance ,
Nominating
Start Date :
Jan 27, 2014
External Directorships
Company
Current
ESG Rating
Current AGR Rating
Abercrombie & Fitch Co. (NYSE:ANF)
D
Average (75)
Director
- Member of Compensation
Committee
- Member of Governance Committee
- Member of Nominating Committee
Jan 27, 2014
- Present
Zale Corporation (NYSE:ZLC)
C
Average (38)
Chairman of the Board
May 31, 2013
- Present
Tuesday Morning Corporation (NASD:TUES)
C
Average (57)
Director
- Member of Audit Committee
- Member of Compensation
Committee
- Member of Governance Committee
- Member of Nominating Committee
Feb 4, 2013
- Present
Average (54)
Director
- Member of Audit Committee
- Member of Compensation
Committee
Oct 23, 2007
- Present
Yankee Holding Corp. (AI:B1E33)
Signet Jewelers Ltd. (NYSE:SIG)
C
Aggressive (20)
Title
Chief Executive Officer, Director
Dates
Jun 15, 2000 Jan 29, 2011
Education
Name
Degree
University of Southern California
Bachelor of Science
Printed on Apr 10, 2014
Major
Graduated
This report is for information purposes and should not be considered a solicitation to buy or sell any security. GMI Ratings does
not guarantee its accuracy or make warranties regarding its usage. This report and all of the information contained in it, including
without limitation all text, data, charts, graphs (the "Information") is the property of GMI Ratings, its subsidiaries, or in some
cases third party data suppliers. The Information may not be reproduced, displayed, redistributed or re-transmitted in whole or
in part, in any form, without prior written permission of GMI Ratings. Copyright © 2003-2014 GMI Ratings. All rights reserved.
Page 23 of 49
Abercrombie & Fitch Co. (NYSE:ANF)
Global ESG Rating:
D (17)
Industry:
Market Cap:
Director Bio
Retail - Apparel / Accessories
USD 2,962.8mm (Mid Cap)
Country Inc:
United States
Home Market: United States
Last Data Update:
Last ESG Rating Change:
Michael E. Greenlees
Apr 3, 2014
Nov 6, 2013
Title :
Mr. Michael E. Greenlees has been appointed as Independent Director of Abercrombie & Fitch Co., effective
February 15, 2011. Since 2007, Mr. Greenlees has served as Chief Executive Officer of Ebiquity plc, a U.K
based company that provides data-driven insights to the global media and marketing community and is listed
on the London Stock Exchange’s AIM market. Mr. Greenlees was one of the original founding partners of Gold
Greenlees Trott, or The GGT Group plc, an international advertising and marketing group. The GGT Group plc
was listed on the London Stock Exchange in 1986 at which time Mr. Greenlees became Chairman and Chief
Executive Officer, a role he occupied for over 10 years until the company’s sale to Omnicom Group Inc., a holding
company for a number of advertising and marketing services businesses, in 1998. At that time, Mr. Greenlees
joined the Board of Directors of Omnicom Group Inc. and served as President and Chief Executive of TBWA
Worldwide Inc., a subsidiary with offices in nearly 70 countries. In 2001, Mr. Greenlees became Executive Vice
President of Omnicom Group Inc. and served in that role until 2003. From 2004 to 2006, he served as Chief
Executive Officer of FastChannel Network, Inc., a software solutions business targeting the advertising and media
community. Mr. Greenlees has served on the boards of several public companies, including Omnicom Group
Inc., Hewitt Associates Inc., and Ebiquity plc.
Director
Committees :
Compensation (HEAD) , Audit
Start Date :
Feb 15, 2011
External Directorships
Company
Abercrombie & Fitch Co. (NYSE:ANF)
Current
ESG Rating
Current AGR Rating
D
Average (75)
Director
- Head of Compensation Committee
- Member of Audit Committee
Feb 15, 2011
- Present
Average (56)
Chief Executive Officer, Executive
Director
Oct 10, 2007
- Present
Aggressive (23)
Executive Vice President, Director
Mar 15, 2001 May 21, 2002
Ebiquity plc (SEA:EBQ)
Omnicom Group Inc. (NYSE:OMC)
Printed on Apr 10, 2014
C
Title
This report is for information purposes and should not be considered a solicitation to buy or sell any security. GMI Ratings does
not guarantee its accuracy or make warranties regarding its usage. This report and all of the information contained in it, including
without limitation all text, data, charts, graphs (the "Information") is the property of GMI Ratings, its subsidiaries, or in some
cases third party data suppliers. The Information may not be reproduced, displayed, redistributed or re-transmitted in whole or
in part, in any form, without prior written permission of GMI Ratings. Copyright © 2003-2014 GMI Ratings. All rights reserved.
Dates
Page 24 of 49
Abercrombie & Fitch Co. (NYSE:ANF)
Global ESG Rating:
D (17)
Industry:
Market Cap:
Director Bio
Retail - Apparel / Accessories
USD 2,962.8mm (Mid Cap)
Country Inc:
United States
Home Market: United States
Last Data Update:
Last ESG Rating Change:
Archie M. Griffin
Apr 3, 2014
Nov 6, 2013
Title :
Mr. Archie M. Griffin is Independent Director of Abercrombie & Fitch Co., since August 2000. Since July 2010,
Mr. Griffin has been the Senior Vice President of Alumni Relations at The Ohio State University. Mr. Griffin has
also served as President and Chief Executive Officer of The Ohio State University Alumni Association, Inc. since
January 2004 and as an ex-officio member of the Board of Directors of The Ohio State University Foundation
since January 2004. Mr. Griffin served as the Associate Director of Athletics at The Ohio State University from
1994 to 2003, after serving more than nine years in various positions within the Athletic and Employment Services
Departments at The Ohio State University. Mr. Griffin has also served as a director of Motorists Mutual Insurance
Company since 1991 and the Ohio Auto Club since 1992. Mr. Griffin has also served as a member of the Board
of the Columbus Youth Foundation (Vice Chair) since 1991.
Director
Committees :
CSR Responsibility (HEAD) ,
Governance , Nominating
Start Date :
Aug 2, 2000
External Directorships
Company
Abercrombie & Fitch Co. (NYSE:ANF)
Current
ESG Rating
Current AGR Rating
D
Average (75)
Title
Director
- Head of CSR Responsibility
Committee
- Member of Governance Committee
- Member of Nominating Committee
Dates
Aug 2, 2000
- Present
Education
Name
Degree
Ohio State University
Bachelor of Business
Administration
Printed on Apr 10, 2014
Major
Graduated
This report is for information purposes and should not be considered a solicitation to buy or sell any security. GMI Ratings does
not guarantee its accuracy or make warranties regarding its usage. This report and all of the information contained in it, including
without limitation all text, data, charts, graphs (the "Information") is the property of GMI Ratings, its subsidiaries, or in some
cases third party data suppliers. The Information may not be reproduced, displayed, redistributed or re-transmitted in whole or
in part, in any form, without prior written permission of GMI Ratings. Copyright © 2003-2014 GMI Ratings. All rights reserved.
Page 25 of 49
Abercrombie & Fitch Co. (NYSE:ANF)
Global ESG Rating:
D (17)
Industry:
Market Cap:
Director Bio
Retail - Apparel / Accessories
USD 2,962.8mm (Mid Cap)
Country Inc:
United States
Home Market: United States
Last Data Update:
Last ESG Rating Change:
Kevin S. Huvane
Apr 3, 2014
Nov 6, 2013
Title :
Mr. Kevin S. Huvane has been appointed as Independent Director of Abercrombie & Fitch Co., effective Febraury
15, 2011. Since October 1995, Mr. Huvane has been a partner and Managing Director of Creative Artists Agency,
a leading entertainment and sports agency, based in Los Angeles with offices in New York, London, Nashville and
Beijing. Mr. Huvane works in the Los Angeles office and represents many of the world’s leading actors, writers
and directors in film, theatre and television. Among his many charitable activities, he is on the Board of Directors
of the Entertainment Industry Foundation, a leading charitable organization of the entertainment industry, and
the National Board of Directors of Communities in Schools, a leading dropout prevention organization.
Director
Committees :
Compensation , CSR Responsibility
Start Date :
Feb 15, 2011
External Directorships
Company
Abercrombie & Fitch Co. (NYSE:ANF)
Printed on Apr 10, 2014
Current
ESG Rating
Current AGR Rating
D
Average (75)
Title
Director
- Member of Compensation
Committee
- Member of CSR Responsibility
Committee
This report is for information purposes and should not be considered a solicitation to buy or sell any security. GMI Ratings does
not guarantee its accuracy or make warranties regarding its usage. This report and all of the information contained in it, including
without limitation all text, data, charts, graphs (the "Information") is the property of GMI Ratings, its subsidiaries, or in some
cases third party data suppliers. The Information may not be reproduced, displayed, redistributed or re-transmitted in whole or
in part, in any form, without prior written permission of GMI Ratings. Copyright © 2003-2014 GMI Ratings. All rights reserved.
Dates
Feb 15, 2011
- Present
Page 26 of 49
Abercrombie & Fitch Co. (NYSE:ANF)
Global ESG Rating:
D (17)
Industry:
Market Cap:
Director Bio
Retail - Apparel / Accessories
USD 2,962.8mm (Mid Cap)
Country Inc:
United States
Home Market: United States
Last Data Update:
Last ESG Rating Change:
John W. Kessler
Apr 3, 2014
Nov 6, 2013
Title :
Mr. John W. Kessler is Independent Director of Abercrombie & Fitch Co., since 1998. Mr. Kessler has been the
owner of John W. Kessler Company, a real estate development company, since 1972 and Chairman of The New
Albany Company, a real estate development company, since 1988. He also has served as a director of Columbus
Regional Airport Authority since 1991 and as a member of the Advisory Board of The John Glenn School of
Public Affairs at The Ohio State University since 2009. Mr. Kessler served as a director of Commercial Vehicle
Group, Inc. from 2008 to 2013.
Director
Committees :
Executive (HEAD) , CSR
Responsibility
Start Date :
Jun 15, 1998
External Directorships
Company
Current
ESG Rating
Current AGR Rating
Title
Commercial Vehicle Group, Inc. (NASD:CVGI)
B
Average (85)
Director
Aug 12, 2008 May 16, 2013
JPMorgan Chase & Co. (NYSE:JPM)
F
Very Aggressive (4)
Director
Jun 15, 1995 Jun 15, 2006
Abercrombie & Fitch Co. (NYSE:ANF)
D
Average (75)
Director
- Head of Executive Committee
- Member of CSR Responsibility
Committee
Dates
Jun 15, 1998
- Present
Education
Name
Degree
Ohio State University
Bachelors
Printed on Apr 10, 2014
Major
Graduated
Business
Administration
This report is for information purposes and should not be considered a solicitation to buy or sell any security. GMI Ratings does
not guarantee its accuracy or make warranties regarding its usage. This report and all of the information contained in it, including
without limitation all text, data, charts, graphs (the "Information") is the property of GMI Ratings, its subsidiaries, or in some
cases third party data suppliers. The Information may not be reproduced, displayed, redistributed or re-transmitted in whole or
in part, in any form, without prior written permission of GMI Ratings. Copyright © 2003-2014 GMI Ratings. All rights reserved.
Page 27 of 49
Abercrombie & Fitch Co. (NYSE:ANF)
Global ESG Rating:
D (17)
Industry:
Market Cap:
Director Bio
Retail - Apparel / Accessories
USD 2,962.8mm (Mid Cap)
Country Inc:
United States
Home Market: United States
Last Data Update:
Last ESG Rating Change:
Elizabeth M. Lee
Apr 3, 2014
Nov 6, 2013
Title :
Ms. Elizabeth M. Lee has been appointed as Independent Director of Abercrombie & Fitch Co., effective March
25, 2010. Since June 2009, Ms. Lee has served as the Head of School of Columbus School for Girls in Columbus,
Ohio. She also served as Interim Head of School of Porter-Gaud School in Charleston, South Carolina, and Trinity
Episcopal School in Austin, Texas between 2004 and 2009 and as the Headmistress of The Hockaday School
in Dallas, Texas from 1990 until 2004. Ms. Lee was a past president of the National Association of Principals
of Schools for Girls and the Country Day School Headmasters Association, as well as a former board member
of the National Association of Independent Schools (NAIS) and the Educational Records Bureau, among many
other organizations.
Director
Committees :
CSR Responsibility
Start Date :
Mar 25, 2010
External Directorships
Company
Abercrombie & Fitch Co. (NYSE:ANF)
Printed on Apr 10, 2014
Current
ESG Rating
Current AGR Rating
D
Average (75)
Title
Director
- Member of CSR Responsibility
Committee
This report is for information purposes and should not be considered a solicitation to buy or sell any security. GMI Ratings does
not guarantee its accuracy or make warranties regarding its usage. This report and all of the information contained in it, including
without limitation all text, data, charts, graphs (the "Information") is the property of GMI Ratings, its subsidiaries, or in some
cases third party data suppliers. The Information may not be reproduced, displayed, redistributed or re-transmitted in whole or
in part, in any form, without prior written permission of GMI Ratings. Copyright © 2003-2014 GMI Ratings. All rights reserved.
Dates
Mar 25, 2010
- Present
Page 28 of 49
Abercrombie & Fitch Co. (NYSE:ANF)
Global ESG Rating:
D (17)
Industry:
Market Cap:
Director Bio
Retail - Apparel / Accessories
USD 2,962.8mm (Mid Cap)
Country Inc:
United States
Home Market: United States
Last Data Update:
Last ESG Rating Change:
Charles R. Perrin
Apr 3, 2014
Nov 6, 2013
Title :
Mr. Charles R. Perrin is Independent Director of Abercrombie & Fitch Co. Mr. Perrin joins the Board with
experience serving on boards of both public and private companies in the retail industry. Mr. Perrin currently
serves on the Board of the Campbell Soup Company. Previously, Mr. Perrin served on the Boards of Avon
Products, Inc., Duracell, Inc., Eastern Mountain Sports, Inc. and Warnaco Group Inc., where he was NonExecutive Chairman. He served as Chairman and CEO of Avon Products, Inc and prior to that served as Chairman
and CEO of Duracell International Inc. Mr. Perrin received a B.A. degree from Trinity College and an M.B.A.
degree from Columbia University.
Director
Committees :
Audit , Compensation
Start Date :
Jan 27, 2014
External Directorships
Company
Current
ESG Rating
Current AGR Rating
Title
Dates
Abercrombie & Fitch Co. (NYSE:ANF)
D
Average (75)
Director
- Member of Audit Committee
- Member of Compensation
Committee
Jan 27, 2014
- Present
Avon Products, Inc. (NYSE:AVP)
C
Average (47)
Chairman of the Board and Chief
Executive Officer
May 6, 1999
- Nov 4, 1999
Campbell Soup Company (NYSE:CPB)
C
Aggressive (26)
Director
- Head of Compensation Committee
- Member of Finance Committee
Jun 15, 1999
- Present
Education
Name
Degree
Columbia University
Masters of Business
Administration
Trinity College
Bachelor of Arts
Printed on Apr 10, 2014
Major
Graduated
This report is for information purposes and should not be considered a solicitation to buy or sell any security. GMI Ratings does
not guarantee its accuracy or make warranties regarding its usage. This report and all of the information contained in it, including
without limitation all text, data, charts, graphs (the "Information") is the property of GMI Ratings, its subsidiaries, or in some
cases third party data suppliers. The Information may not be reproduced, displayed, redistributed or re-transmitted in whole or
in part, in any form, without prior written permission of GMI Ratings. Copyright © 2003-2014 GMI Ratings. All rights reserved.
Page 29 of 49
Abercrombie & Fitch Co. (NYSE:ANF)
Global ESG Rating:
D (17)
Industry:
Market Cap:
Director Bio
Retail - Apparel / Accessories
USD 2,962.8mm (Mid Cap)
Country Inc:
United States
Home Market: United States
Last Data Update:
Last ESG Rating Change:
Craig R. Stapleton
Apr 3, 2014
Nov 6, 2013
Title :
Honourable Ambassador Craig R. Stapleton is Independent Director of Abercrombie & Fitch Co. Since 2009, Mr.
Stapleton has served as a senior advisor to Stone Point Capital, a private equity firm. Mr. Stapleton served as
United States Ambassador to France from 2005 to 2009. He also served as United States Ambassador to the
Czech Republic from 2001 until 2004. Mr. Stapleton served as President of Marsh and McLennan Real Estate
Advisors of New York, a commercial real estate firm, from 1982 until 2001. He has been a co-owner of the St.
Louis Cardinals baseball team since July 2009 and was a co-owner of the Texas Rangers baseball team from
1989 until 1998. Mr. Stapleton has served on the Board of Directors of Flamel Technologies, S.A. since July
2011. He also has served as a member of the Board of Directors of the George W. Bush Library and Foundation
since January 2006, and as a member of the Board of Directors of the National September 11 Memorial and
Museum at the World Trade Center since January 2009.
Director
Committees :
Nominating (HEAD) , Governance
(HEAD) , Audit , Compensation ,
Executive
Start Date :
Jan 27, 2014
External Directorships
Company
Current
ESG Rating
Current AGR Rating
Avis Budget Group Inc. (NASD:CAR)
C
Aggressive (13)
Abercrombie & Fitch Co. (NYSE:ANF)
D
Average (75)
Title
Director
Dates
Dec 15, 1997
- Jun 30, 1999
Director
- Head of Nominating Committee
- Head of Governance Committee
- Member of Audit Committee
- Member of Compensation
Committee
- Member of Executive Committee
Jan 27, 2014
- Present
Education
Name
Degree
Harvard University
Masters of Business
Administration
Harvard University
Bachelor of Arts
Printed on Apr 10, 2014
Major
Graduated
This report is for information purposes and should not be considered a solicitation to buy or sell any security. GMI Ratings does
not guarantee its accuracy or make warranties regarding its usage. This report and all of the information contained in it, including
without limitation all text, data, charts, graphs (the "Information") is the property of GMI Ratings, its subsidiaries, or in some
cases third party data suppliers. The Information may not be reproduced, displayed, redistributed or re-transmitted in whole or
in part, in any form, without prior written permission of GMI Ratings. Copyright © 2003-2014 GMI Ratings. All rights reserved.
Page 30 of 49
Abercrombie & Fitch Co. (NYSE:ANF)
Global ESG Rating:
D (17)
Industry:
Market Cap:
Governance - Pay
Retail - Apparel / Accessories
USD 2,962.8mm (Mid Cap)
Component Ratings
Country Inc:
United States
Home Market: United States
Global Home Market Sector Impact
ESG OVERALL
D
D
D
GOVERNANCE
C
C
C
Board
C
C
C
25.1 %
Pay
D
D
D
C
B
C
Apr 3, 2014
Nov 6, 2013
Company Peers
Company
67.5 %
Last Data Update:
Last ESG Rating Change:
Ticker
Country
Market
1 year
Total CEO
Pay
Pay
Cap ($mm) TSR Summary Pay Rating Score
Foot Locker, Inc.
NYSE:FL
USA
6,769.07
32.01
11,050,569
C
53
Urban Outfitters, Inc.
NASD:URBN USA
5,356.18
-5.74
33,273
C
46
23.7 %
Kate Spade & Co
NYSE:KATE USA
4,565.74 157.59
8,235,062
C
73
13.3 %
Carter's, Inc.
NYSE:CRI
USA
4,080.01
29.88
9,766,346
B
76
DSW Inc.
NYSE:DSW
USA
3,217.63
31.31
5,087,243
C
75
Abercrombie & Fitch Co.
NYSE:ANF
USA
2,962.77 -30.04
8,160,373
D
7
Ascena Retail Group Inc
NASD:ASNA USA
2,781.80
14.56
8,680,347
C
47
Chico's FAS, Inc.
NYSE:CHS
USA
2,469.50
3.46
6,500,695
C
73
American Eagle Outfitters
NYSE:AEO
USA
2,387.91 -28.05
11,613,840
A
100
Country: United States
Guess?, Inc.
NYSE:GES
USA
2,364.10
30.11
8,801,425
F
3
Home Market: United States
The Men's Wearhouse, Inc.
NYSE:MW
USA
2,297.32
67.05
2,094,570
B
91
Sector: Cyclical Consumer Goods / Services
The Buckle, Inc.
NYSE:BKE
USA
2,203.90
19.15
8,536,730
C
52
Ownership
Control
&
Accounting
C
C
C
5.0 %
ENVIRONMENTAL
C
D
C
10.4 %
SOCIAL
F
F
F
22.2 %
Data as of Apr 3, 2014
Governance - Pay KeyMetrics
Flag
Impact
Performance Targets
3.0 %
Peer Performance Measures
3.0 %
Severance Vesting
7.4 %
Dilution Concerns
1.5 %
Significant Vote Against Pay Practices
3.0 %
CEO Pay Perks & Other Comp
3.0 %
CEO Pay NQDC
3.0 %
CEO – Michael S. Jeffries
Mr. Michael S. Jeffries is Chief Executive Officer, Director of Abercrombie & Fitch Co. Mr. Jeffries has served as Chairman of the Company since May
1998, and as Chief Executive Officer of the Company since February 1992. From February 1992 until May 1998, Mr. Jeffries held the title of President
of the Company.
Executive Pay
Name
Michael S. Jeffries
Title
CEO
Leslee K. Herro
Diane Chang
Jonathan E. Ramsden
CFO
Reporting Period Total Summary Pay
Chief Executive Officer, Director
2013
$ 8,160,373
Executive Vice President - Planning and Allocation
2013
$ 5,373,747
Executive Vice President - Sourcing
2013
$ 5,352,475
Chief Financial Officer, Chief Operating Officer
2013
$ 4,746,287
Pay/Compensation Committee
Name
Age
Gender
Title
Relationship
Terry Lee Burman
M
Director
Michael E. Greenlees
M
Director
Outside
Kevin S. Huvane
M
Director
Outside
Charles R. Perrin
M
Director
Craig R. Stapleton
M
Director
Printed on Apr 10, 2014
Committee Chair
Outside
This report is for information purposes and should not be considered a solicitation to buy or sell any security. GMI Ratings does
not guarantee its accuracy or make warranties regarding its usage. This report and all of the information contained in it, including
without limitation all text, data, charts, graphs (the "Information") is the property of GMI Ratings, its subsidiaries, or in some
cases third party data suppliers. The Information may not be reproduced, displayed, redistributed or re-transmitted in whole or
in part, in any form, without prior written permission of GMI Ratings. Copyright © 2003-2014 GMI Ratings. All rights reserved.
Page 31 of 49
Abercrombie & Fitch Co. (NYSE:ANF)
Global ESG Rating:
D (17)
Industry:
Market Cap:
Governance - Pay
Retail - Apparel / Accessories
USD 2,962.8mm (Mid Cap)
Country Inc:
United States
Home Market: United States
Last Data Update:
Last ESG Rating Change:
Apr 3, 2014
Nov 6, 2013
Last Reported CEO Pay Figures — Michael S. Jeffries
Compensation Document Date: May 16, 2013
Summary Compensation
Pay Year
2012
Salary
$ 1,528,846
Annual Bonus
GMI Ratings obtains these CEO pay figures from the Summary
Compensation and other main compensation tables that appear in
company proxy filings. Where a CEO has been appointed or promoted
during the latter part of a fiscal year, the figures shown here will reflect the
pay figures for the former CEO instead.
$0
Non-Equity Incentive Compensation
Grant Date Value of Stock Awards
$0
Grant Date Value of Option Awards
$0
Pension/NQDC Earnings
$ 4,099,389
Perks and All Other Pay
Total Annual Pay
$ 1,731,600
All Other Compensation: 19.71 %
$ 800,538
Non- Equity Incentive Compensation: 42.64 %
Summary: Options Granted
Total Summary Pay
$ 8,160,373
Total Annual Pay
$ 4,060,984
Total Realized Pay
Salary: 37.65 %
Bonus: 0.00 %
$ 10,003,452
Option Exercises and Stock Vested
Number of Options Exercised
91,122
Value Realized on Exercise
$ 1,843,079
Shares Acquired on Vesting
0
Value Realized on Vesting
$0
Pension Benefits
Number of Years of Credited Service
Present Value of Accumulated Benefits
Pension Payments (Last FY)
0
Total Summary Pay
$ 18,463,490
$0
Grant Date Value of Stock Award: 0.00 %
Non-Qualified Deferred Compensation
Grant Date Value of Option Award: 0.00 %
Executive Contributions (Last FY)
$ 59,475
Registrant Contribution (Last FY)
$ 355,225
Aggregate Earnings (Last FY)
$ 561,267
Aggregate Withdrawals/Distributions
Aggregate Balance (Last FYE)
Pension/ NQDC Earnings: 50.24 %
Total Annual Pay: 49.76 %
$0
$ 11,971,818
Incentive Pay
Incentive Pay as % of Total
35.73%
Incentive Pay as Stock
51.56%
Dilution
14.15%
Run Rate
CEO Contract Available?
Printed on Apr 10, 2014
0.46%
Yes
This report is for information purposes and should not be considered a solicitation to buy or sell any security. GMI Ratings does
not guarantee its accuracy or make warranties regarding its usage. This report and all of the information contained in it, including
without limitation all text, data, charts, graphs (the "Information") is the property of GMI Ratings, its subsidiaries, or in some
cases third party data suppliers. The Information may not be reproduced, displayed, redistributed or re-transmitted in whole or
in part, in any form, without prior written permission of GMI Ratings. Copyright © 2003-2014 GMI Ratings. All rights reserved.
Page 32 of 49
Abercrombie & Fitch Co. (NYSE:ANF)
Global ESG Rating:
D (17)
Industry:
Market Cap:
Governance - Ownership
Retail - Apparel / Accessories
USD 2,962.8mm (Mid Cap)
Component Ratings
Country Inc:
United States
Home Market: United States
Global Home Market Sector Impact
ESG OVERALL
D
D
D
GOVERNANCE
C
C
C
Board
C
C
C
25.1 %
Pay
D
D
D
Ownership &
Control
C
B
C
Accounting
C
C
C
ENVIRONMENTAL
C
D
C
Last Data Update:
Last ESG Rating Change:
Company Peers
Company
67.5 %
Apr 3, 2014
Nov 6, 2013
Ticker
Country
Market
1 year Controlling Board Board
Cap ($mm) TSR Shareholder Rating Score
Foot Locker, Inc.
NYSE:FL
USA
6,769.07
32.01
D
13
Urban Outfitters, Inc.
NASD:URBN
USA
5,356.18
-5.74
C
42
23.7 %
Kate Spade & Co
NYSE:KATE
USA
4,565.74 157.59
C
62
13.3 %
Carter's, Inc.
NYSE:CRI
USA
4,080.01
29.88
C
32
DSW Inc.
NYSE:DSW
USA
3,217.63
31.31
Abercrombie & Fitch Co.
NYSE:ANF
USA
Ascena Retail Group Inc
NASD:ASNA
Chico's FAS, Inc.
NYSE:CHS
American Eagle Outfitters
Country: United States
F
2
2,962.77 -30.04
C
57
USA
2,781.80
14.56
C
27
USA
2,469.50
3.46
C
33
NYSE:AEO
USA
2,387.91 -28.05
D
14
Guess?, Inc.
NYSE:GES
USA
2,364.10
30.11
D
12
Home Market: United States
The Men's Wearhouse, Inc.
NYSE:MW
USA
2,297.32
67.05
D
20
Sector: Cyclical Consumer Goods / Services
The Buckle, Inc.
NYSE:BKE
USA
2,203.90
19.15
C
52
SOCIAL
F
F
F
5.0 %
10.4 %
22.2 %
Yes
Data as of Apr 3, 2014
Governance - Ownership & Control
KeyMetrics
Controlling Shareholder
Flag
Impact
NO
Proxy Access
3.0 %
Constituency Provision
1.5 %
Fair Price Provision or Protection
1.5 %
Director Removal Without Cause
1.5 %
Shareholder Rights to Convene Meeting
1.5 %
Shareholder Action by Written Consent
1.5 %
Confidential Voting
1.5 %
Cumulative Voting
1.5 %
Ownership Information
Ownership Category
Principal Shareholder
Top Shareholders
FMR LLC
Majority Shareholder Control (%)
Insider Holdings (%)
5.42%
5% Holdings (%)
38.04%
Total Insider and 5% Holdings (%)
43.46%
Potential Dilution
14.15%
Current Run Rate
0.46%
Equity Insiders - Current Officer and Director Shareholdings
Name
Michael S. Jeffries
Age
Tenure
Shares Held
Shares Reported
69
18
1,007,728
3,280,051
John W. Kessler
77
16
14,289
22,585
Archie M. Griffin
58
14
36,999
14,614
James B. Bachmann
70
11
14,915
18,845
CEO
Printed on Apr 10, 2014
This report is for information purposes and should not be considered a solicitation to buy or sell any security. GMI Ratings does
not guarantee its accuracy or make warranties regarding its usage. This report and all of the information contained in it, including
without limitation all text, data, charts, graphs (the "Information") is the property of GMI Ratings, its subsidiaries, or in some
cases third party data suppliers. The Information may not be reproduced, displayed, redistributed or re-transmitted in whole or
in part, in any form, without prior written permission of GMI Ratings. Copyright © 2003-2014 GMI Ratings. All rights reserved.
Page 33 of 49
Abercrombie & Fitch Co. (NYSE:ANF)
Global ESG Rating:
D (17)
Industry:
Market Cap:
Governance - Ownership
Retail - Apparel / Accessories
USD 2,962.8mm (Mid Cap)
Country Inc:
United States
Home Market: United States
Name
Last Data Update:
Last ESG Rating Change:
Apr 3, 2014
Nov 6, 2013
Age
Tenure
Shares Held
Shares Reported
62
11
23,492
34,922
68
5
24,025
21,328
Elizabeth M. Lee
69
4
7,267
11,197
Kevin S. Huvane
54
3
4,500
8,430
Michael E. Greenlees
66
3
1,500
5,430
Arthur C. Martinez
Lauren J. Brisky
Craig R. Stapleton
LD
73
0
Charles R. Perrin
68
0
Terry Burman
67
0
Chairman
Takeover Defenses
Multiple Share Classes?
No
Multiple Share Class Description
No Known Concerns
Has Poison Pill?
No
Classified Board Elections?
No
Strong Classified Board Defense?
No
Director Removal For Cause Only?
Yes
Vote Required to Remove For Cause (%)
75%
Can Shareholders Fill Board Vacancies?
No
Cumulative Voting?
No
Vote Required to Call EGM (%)
0%
Vote Required to Act by Written Consent (%)
0%
Vote Required for Merger or Other Transaction (%)
51%
Vote Required to Amend the Charter (%)
51%
Charter Amendment Notes
Approval of 75% of shares is required to amend Article 5 (Bylaws); Article 6
(Directors) Section 1 (Classification); Article 7 (Written Consent); Article 8 (Other
Constituency); Article 9 (Director Removal); Article 10 (Charter Amendments);
Article 11 (Business Combinations); Article 12 (Relationship to The Limited); and
Article 13 (Related Party Transactions) of the charter.
Vote Required to Amend the Bylaws (%)
75%
Business Combination Provision?
Yes
Fair Price Provision?
No
Control Share Acquisition Provision?
No
Stakeholder Constituency Provision?
Yes
Advance Notice Requirement?
Yes
Printed on Apr 10, 2014
This report is for information purposes and should not be considered a solicitation to buy or sell any security. GMI Ratings does
not guarantee its accuracy or make warranties regarding its usage. This report and all of the information contained in it, including
without limitation all text, data, charts, graphs (the "Information") is the property of GMI Ratings, its subsidiaries, or in some
cases third party data suppliers. The Information may not be reproduced, displayed, redistributed or re-transmitted in whole or
in part, in any form, without prior written permission of GMI Ratings. Copyright © 2003-2014 GMI Ratings. All rights reserved.
Page 34 of 49
Abercrombie & Fitch Co. (NYSE:ANF)
Global ESG Rating:
D (17)
Industry:
Market Cap:
Governance - Votes
Retail - Apparel / Accessories
USD 2,962.8mm (Mid Cap)
Country Inc:
United States
Home Market: United States
Last Data Update:
Last ESG Rating Change:
Apr 3, 2014
Nov 6, 2013
Director Votes
Proxy Year
Name
Age
Tenure
Status
Vote For
Vote Against
2013
Craig R. Stapleton
2013
James B. Bachmann
68
5
Active
84%
16%
70
11
Active
97%
3%
2013
2013
John W. Kessler
77
16
Active
83%
17%
Kevin S. Huvane
54
3
Active
84%
16%
2013
Michael E. Greenlees
2013
Michael S. Jeffries
66
3
Active
84%
16%
69
18
Active
96%
2011
4%
Archie M. Griffin
58
14
Active
88%
11%
2011
Elizabeth M. Lee
69
4
Active
97%
3%
2011
Lauren J. Brisky
62
11
Active
90%
10%
2010
Edward F. Limato
73
7
Retired
51%
48%
2010
Robert A. Rosholt
63
2
Retired
74%
26%
2008
Allan A. Tuttle
3
Retired
97%
3%
2007
John A. Golden
64
10
Retired
91%
9%
2005
Russell M. Gertmenian
61
9
Retired
87%
13%
LD
CEO
Shareholder/Management Proposals
Proxy Year
Proposal Type
Proposal
2013
Management
Auditor Ratification
2013
Management
Advisory Vote on Executive
Compensation
2013
Shareholder
Executive Compensation Pay For Performance
2013
Shareholder
Executive Compensation Severance
2012
Management
Auditor Ratification
2011
Management
Auditor Ratification
2010
Management
Auditor Ratification
2012
Management
2012
2011
Vote For
Vote Against
20%
80%
The International Brotherhood of Electrical Workers’®
Pension Benefit Fund
21%
79%
The City of Philadelphia Public Employees
Retirement System
23%
77%
Advisory Vote on Executive
Compensation
24%
76%
Management
Employee Compensation
94%
6%
Management
Director & Employee Comp
97%
3%
2011
Management
Employee Compensation
70%
30%
2011
Management
Reincorporation
2011
Management
Advisory Vote Frequency
2011
Management
Advisory Vote on Executive
Compensation
56%
44%
2011
Management
Board Declassification
2011
Shareholder
Board Leadership
2010
Management
Director & Employee Comp
2010
Shareholder
Board Declassification
Connecticut Retirement Plans & Trust Funds
2010
Shareholder
Board Leadership
2010
Shareholder
Business Activities
2009
Management
Majority Vote-Directors
Printed on Apr 10, 2014
Proponent
98%
2%
31%
69%
36%
64%
75%
25%
AFSCME Employees Pension Plan
27%
73%
F&C Management Ltd
23%
77%
97%
3%
AFSCME Employees Pension Plan
This report is for information purposes and should not be considered a solicitation to buy or sell any security. GMI Ratings does
not guarantee its accuracy or make warranties regarding its usage. This report and all of the information contained in it, including
without limitation all text, data, charts, graphs (the "Information") is the property of GMI Ratings, its subsidiaries, or in some
cases third party data suppliers. The Information may not be reproduced, displayed, redistributed or re-transmitted in whole or
in part, in any form, without prior written permission of GMI Ratings. Copyright © 2003-2014 GMI Ratings. All rights reserved.
Page 35 of 49
Abercrombie & Fitch Co. (NYSE:ANF)
Global ESG Rating:
D (17)
Industry:
Market Cap:
Governance - Votes
Retail - Apparel / Accessories
USD 2,962.8mm (Mid Cap)
Country Inc:
United States
Home Market: United States
Proxy Year
Proposal Type
Proposal
Proponent
2009
Shareholder
Executive Compensation Post Death Benefits
AFSCME Employee Pension Plan
2008
Shareholder
Board Elections - Majority
Voting for Directors
United Brotherhood of Carpenters Pension Fund
2007
Management
2007
2005
Last Data Update:
Last ESG Rating Change:
Apr 3, 2014
Nov 6, 2013
Vote For
Vote Against
35%
65%
Executive Compensation
92%
8%
Management
Director & Employee Comp
55%
45%
Management
Executive Compensation
56%
44%
Printed on Apr 10, 2014
This report is for information purposes and should not be considered a solicitation to buy or sell any security. GMI Ratings does
not guarantee its accuracy or make warranties regarding its usage. This report and all of the information contained in it, including
without limitation all text, data, charts, graphs (the "Information") is the property of GMI Ratings, its subsidiaries, or in some
cases third party data suppliers. The Information may not be reproduced, displayed, redistributed or re-transmitted in whole or
in part, in any form, without prior written permission of GMI Ratings. Copyright © 2003-2014 GMI Ratings. All rights reserved.
Page 36 of 49
Abercrombie & Fitch Co. (NYSE:ANF)
Global ESG Rating:
D (17)
Industry:
Market Cap:
Governance - Related Party Transactions
Retail - Apparel / Accessories
USD 2,962.8mm (Mid Cap)
Country Inc:
United States
Home Market: United States
Last Data Update:
Last ESG Rating Change:
Apr 3, 2014
Nov 6, 2013
Related Party Transactions
Proxy Information
May 16, 2013
John Kessler is not considered to be independent by Abercrombie & Fitch.
The Board has reviewed, considered and discussed each director's relationships, both direct and indirect, with the Company in order to determine
whether such director meets the independence requirements of the applicable sections of the NYSE Listed Company Manual (the "NYSE Rules"). The
Board has determined that seven of the nine current directors qualify as independent under the NYSE Rules. Specifically, the Board has determined that
each of James B. Bachmann, Lauren J. Brisky, Michael E. Greenlees, Archie M. Griffin, Kevin S. Huvane, Elizabeth M. Lee and Craig R. Stapleton has
no commercial, industrial, banking, consulting, legal, accounting, charitable, familial or other relationship with the Company, either directly or indirectly,
that would be inconsistent with a determination of independence under the applicable NYSE Rules. In the course of reaching these determinations,
the Board considered among other things:
Mr. Griffin is the Senior Vice President of Alumni Relations at The Ohio State University, President and Chief Executive Officer of The Ohio State
University Alumni Association, Inc. and an ex-officio member of the Board of Directors of The Ohio State University Foundation. The Company will,
subject to certain conditions, facilitate gifts which could aggregate to $10,000,000 over no more than ten years (2007 to 2016) to The Ohio State
University Foundation, which gifts are contemplated to be allocated to The Ohio State University Wexner Medical Center. Mr. Griffin was not involved,
directly or indirectly, in the solicitation of these gifts to The Ohio State University Foundation.
Since the beginning of Fiscal 2012, the Company has made other charitable contributions to certain charitable organizations with which one or more of
the directors of the Company is affiliated. None of these charitable contributions has exceeded $50,000.
With respect to John W. Kessler, the Board broadly considered all relevant facts and circumstances, including (i) certain indirect relationships between Mr.
Kessler or members of his immediate family and the Company (such as (a) the Company's engagement from time to time of the Jones Day law firm (Mr.
Kessler's daughter serves as Partner-in-Charge of the Columbus office of Jones Day but, to the Company's knowledge, has no material direct or indirect
interest in the fees paid by the Company to Jones Day) and (b) the Company's charitable contributions to affiliates of The Ohio State University (Mr.
Kessler's son-in-law has served as Senior Vice President and Chief Financial Officer of The Ohio State University since February 2010)), (ii) discussions
with certain stockholders of the Company and (iii) positions of certain proxy advisory firms. Although none of the aforementioned relationships disqualifies
Mr. Kessler from being deemed independent under the NYSE Rules and although the Company has analyzed the indirect relationships noted in (i)
above under Item 404 of SEC Regulation S-K and the Company's Related Person Transaction Policy and concluded that none of such relationships
constitute a related person transaction, the Board determined that, based on the relevant facts and circumstances as a whole, Mr. Kessler does not
qualify as independent at this time. Mr. Kessler is not currently serving (and did not during Fiscal 2012 serve) on the Audit Committee, the Compensation
Committee or the Nominating and Board Governance Committee.
Mr. Jeffries does not qualify as independent because he is an executive officer of the Company.
Proxy Information
May 11, 2012
Director Independence
The Board has reviewed, considered and discussed each director's relationships, both direct and indirect, with the Company in order to determine
whether such director meets the independence requirements of the applicable sections of the NYSE Listed Company Manual (the "NYSE Rules"). The
Board has determined that seven of the nine current directors qualify as independent under the NYSE Rules. Specifically, the Board has determined that
each of James B. Bachmann, Lauren J. Brisky, Michael E. Greenlees, Archie M. Griffin, Kevin S. Huvane, Elizabeth M. Lee and Craig R. Stapleton has
no commercial, industrial, banking, consulting, legal, accounting, charitable, familial or other relationship with the Company, either directly or indirectly,
that would be inconsistent with a determination of independence under the applicable NYSE Rules. In the course of reaching these determinations,
the Board considered among other things:
The relevant relationships described above in the section captioned "Certain Relationships and Related Transactions Transactions with Related
Persons."
Mr. Griffin is the Senior Vice President of Alumni Relations at The Ohio State University and an ex-officio member of the Board of Directors of The
Ohio State University Foundation. The Company will, subject to certain conditions, facilitate gifts which could aggregate to $10,000,000 over no more
than ten years (2007 to 2016) to The Ohio State University Foundation, which gifts are contemplated to be apportioned approximately 50% to The Ohio
State University Hospital and approximately 50% to The Arthur G. James Cancer Hospital and Richard J. Solove Research Institute of The Ohio State
University. Mr. Griffin was not involved, directly or indirectly, in the solicitation of these gifts to The Ohio State University Foundation.
Printed on Apr 10, 2014
This report is for information purposes and should not be considered a solicitation to buy or sell any security. GMI Ratings does
not guarantee its accuracy or make warranties regarding its usage. This report and all of the information contained in it, including
without limitation all text, data, charts, graphs (the "Information") is the property of GMI Ratings, its subsidiaries, or in some
cases third party data suppliers. The Information may not be reproduced, displayed, redistributed or re-transmitted in whole or
in part, in any form, without prior written permission of GMI Ratings. Copyright © 2003-2014 GMI Ratings. All rights reserved.
Page 37 of 49
Abercrombie & Fitch Co. (NYSE:ANF)
Global ESG Rating:
D (17)
Industry:
Market Cap:
Governance - Related Party Transactions
Retail - Apparel / Accessories
USD 2,962.8mm (Mid Cap)
Country Inc:
United States
Home Market: United States
Last Data Update:
Last ESG Rating Change:
Apr 3, 2014
Nov 6, 2013
Since the beginning of Fiscal 2011, the Company has made other charitable contributions to certain charitable organizations with which one or more of
the directors of the Company is affiliated. None of these charitable contributions has exceeded $50,000.
With respect to John W. Kessler, the Board broadly considered all relevant facts and circumstances, including (i) certain indirect relationships between Mr.
Kessler or members of his immediate family and the Company (such as (a) the Company's engagement from time to time of the Jones Day law firm (Mr.
Kessler's daughter serves as Partner-in-Charge of the Columbus office of Jones Day but, to the Company's knowledge, has no material direct or indirect
interest in the fees paid by the Company to Jones Day) and (b) the Company's charitable contributions to affiliates of The Ohio State University (Mr.
Kessler's son-in-law has served as Senior Vice President and Chief Financial Officer of The Ohio State University since February 2010)), (ii) discussions
with certain stockholders of the Company and (iii) positions of certain proxy advisory firms. Although none of the aforementioned relationships disqualifies
Mr. Kessler from being deemed independent under the NYSE Rules and although the Company has analyzed the indirect relationships noted in (i)
above under Item 404 of SEC Regulation S-K and the Company's Related Person Transaction Policy and concluded that none of such relationships
constitutes a related person transaction, the Board determined that, based on the relevant facts and circumstances as a whole, Mr. Kessler does not
qualify as independent at this time. Mr. Kessler is not currently serving (and did not during Fiscal 2011 serve) on the Audit Committee, the Compensation
Committee or the Nominating and Board Governance Committee.
Mr. Jeffries does not qualify as independent because he is an executive officer of the Company.
Pursuant to the indemnification provisions contained in the Company's Amended and Restated Bylaws, the Company has paid the legal fees incurred
by current and former executive officers and directors in connection with the derivative lawsuits on behalf of the Company described in the section
captioned "Certain Legal Proceedings" on page 36. During Fiscal 2011, the Company advanced approximately $507,000 for such fees on behalf of such
current and former executive officers and directors. Each such current or former executive officer or director has undertaken to repay to the Company
any expenses advanced by the Company should it be ultimately determined that the executive officer or director was not entitled to indemnification by
the Company. The Company has been reimbursed for most of these fees under one or more of its insurance policies.
Certain Legal Proceedings
On September 16, 2005, a derivative action, styled The Booth Family Trust v. Michael S. Jeffries, et al., was filed in the United States District Court
for the Southern District of Ohio, naming the Company as a nominal defendant and seeking to assert claims for unspecified damages against nine
of the Company's present and former directors, alleging various breaches of the directors' fiduciary duty and seeking equitable and monetary relief.
In the following three months, four similar derivative actions were filed (three in the United States District Court for the Southern District of Ohio and
one in the Court of Common Pleas for Franklin County, Ohio) against present and former directors of the Company alleging various breaches of the
directors' fiduciary duty allegedly arising out of antecedent employment law and securities class actions brought against the Company. A consolidated
amended derivative complaint was filed in the federal proceeding on July 10, 2006. On February 16, 2007, the Company announced that its Board had
received a report of the Special Litigation Committee established by the Board to investigate and act with respect to claims asserted in the derivative
cases, which concluded that there was no evidence to support the asserted claims and directed the Company to seek dismissal of the derivative cases.
On September 10, 2007, the Company moved to dismiss the federal derivative cases on the authority of the Special Litigation Committee Report. On
March 12, 2009, the Company's motion was granted and, on April 10, 2009, plaintiffs filed an appeal from the order of dismissal in the United States
Court of Appeals for the Sixth Circuit. On April 5, 2011, a panel of the United States Court of Appeals for the Sixth Circuit reversed the decision of
the District Court and remanded the action for further proceedings. On November 1, 2011, the District Court entered an order which gave preliminary
approval to a proposed settlement of the consolidated derivative litigation. The District Court also set a hearing (the "Fairness Hearing") for December
13, 2011 to determine whether the proposed settlement should be finally approved and to consider an award of fees and expenses to plaintiffs' counsel.
The District Court also directed that notice be given to the Company's stockholders concerning the proposed settlement and their right to be heard in
connection with the Fairness Hearing. On December 19, 2011, the District Court, after the Fairness Hearing, entered a final order (1) approving the
proposed settlement submitted to the District Court by the parties to the derivative litigation and (2) dismissing with prejudice all claims contained in
the 2005 derivative cases. The District Court's order also resulted in the dismissal of the state-court derivative action, which had been stayed pending
resolution of the federal derivative cases.
Proxy Information
May 16, 2011
Transactions with Related Persons
Pursuant to the indemnification provisions contained in the Company's Amended and Restated Bylaws, the Company is paying the legal fees incurred
by current and former executive officers and directors in connection with the derivative lawsuits on behalf of the Company described in the section
captioned "Certain Legal Proceedings" on page 35. During Fiscal 2010, the Company advanced approximately $780,000 for such fees on behalf of such
current and former executive officers and directors. Each such current or former executive officer or director has undertaken to repay to the Company
any expenses advanced by the Company should it be ultimately determined that the executive officer or director was not entitled to indemnification by
the Company. The Company expects to be reimbursed for most of these fees under one or more of its insurance policies.
Director Independence
Printed on Apr 10, 2014
This report is for information purposes and should not be considered a solicitation to buy or sell any security. GMI Ratings does
not guarantee its accuracy or make warranties regarding its usage. This report and all of the information contained in it, including
without limitation all text, data, charts, graphs (the "Information") is the property of GMI Ratings, its subsidiaries, or in some
cases third party data suppliers. The Information may not be reproduced, displayed, redistributed or re-transmitted in whole or
in part, in any form, without prior written permission of GMI Ratings. Copyright © 2003-2014 GMI Ratings. All rights reserved.
Page 38 of 49
Abercrombie & Fitch Co. (NYSE:ANF)
Global ESG Rating:
D (17)
Industry:
Market Cap:
Governance - Related Party Transactions
Retail - Apparel / Accessories
USD 2,962.8mm (Mid Cap)
Country Inc:
United States
Home Market: United States
Last Data Update:
Last ESG Rating Change:
Apr 3, 2014
Nov 6, 2013
The Board has reviewed, considered and discussed each director's relationships, both direct and indirect, with the Company and its subsidiaries in order
to determine whether such director meets the independence requirements of the applicable sections of the NYSE Listed Company Manual (the "NYSE
Rules"). The Board has determined that a majority of the current directors qualify as independent under the NYSE Rules. Specifically, the Board has
determined that each of James B. Bachmann, Lauren J. Brisky, Michael E. Greenlees, Archie M. Griffin, Kevin S. Huvane, John W. Kessler, Elizabeth
M. Lee and Craig R. Stapleton has no commercial, industrial, banking, consulting, legal, accounting, charitable, familial or other relationship with the
Company, either directly or indirectly, that would be inconsistent with a determination of independence under the applicable NYSE Rules. Additionally,
the Board determined that during his period of service as a director which ended on July 3, 2010, Edward F. Limato had no commercial, industrial,
banking, consulting, legal, accounting, charitable, familial or other relationship with the Company, either directly or indirectly, that would be inconsistent
with a determination of independence under the NYSE Rules. Also, the Board determined that during his period of service as a director, which ended on
September 24, 2010, Robert A. Rosholt had no commercial, industrial, banking, consulting, legal, accounting, charitable, familial or other relationship with
the Company, either directly or indirectly, that would be inconsistent with a determination of independence under the NYSE Rules. The Board specifically
considered a number of circumstances in the course of reaching these conclusions, including, among other things, the relevant relationships described
above in the section captioned "Certain Relationships and Related Transactions Transactions with Related Persons" above as well as the facts that:
Mr. Kessler's son-in-law has served on the Board of Directors of Nationwide Children's Hospital Foundation since 2005, and the Company has pledged
a conditional donation of $1,000,000 a year for ten years (2006 to 2015) to Nationwide Children's Hospital, a wing of which will bear the name of the
Company. Mr. Kessler was not involved, directly or indirectly, in the solicitation of this conditional pledge to Nationwide Children's Hospital.
Mr. Kessler's daughter is a partner in the law firm of Jones Day and serves as the Partner-in-Charge of the firm's Columbus, Ohio office. Jones Day
rendered legal services to the Company and its subsidiaries during Fiscal 2010, for which the Company paid not in excess of $700,000 in fees.
Mr. Griffin is the Senior Vice President of Alumni Relations at The Ohio State University and an ex-officio member of the Board of Directors of The
Ohio State University Foundation. Mr. Bachmann is on the Board of Trustees of each of The Ohio State University Hospital and The Arthur G. James
Cancer Hospital and Richard J. Solove Research Institute Foundation. Mr. Kessler's son-in-law has been the Senior Vice President and Chief Financial
Officer of The Ohio State University since February 2010 and one of his daughters joined The Ohio State University Medical Center board in July 2009.
The Company will, subject to certain conditions, facilitate gifts which could aggregate to $10,000,000 over no more than ten years (2007 to 2016) to
The Ohio State University Foundation, which gifts are contemplated to be apportioned approximately 50% to The Ohio State University Hospital and
approximately 50% to The Arthur G. James Cancer Hospital and Richard J. Solove Research Institute of The Ohio State University. None of Mr. Griffin,
Mr. Bachmann or Mr. Kessler was involved, directly or indirectly, in the solicitation of these gifts to The Ohio State University Foundation.
Mr. Griffin's son was employed part-time at one of the Company's Hollister stores for a period of six months during Fiscal 2010.
In January 2011, the Company purchased a parcel of land adjoining the Company's distribution center in New Albany, Ohio from The New Albany
Company, a company as to which Mr. Kessler serves as non-executive Chairman. This transaction was reviewed in accordance with the Policy described
under the caption "Certain Relationships and Related Transactions Review, Approval or Ratification of Transactions with Related Persons" beginning
on page 19. The General Counsel's Office and the Nominating and Board Governance Committee concluded that Mr. Kessler had no financial interest in
the transaction and that, therefore, it was not a related person transaction. Nevertheless, Mr. Kessler voluntarily recused himself from any deliberations
by the Board in respect of the transaction.
Since the beginning of Fiscal 2010, the Company has made other charitable contributions to certain charitable organizations with which one or more of
the directors of the Company is affiliated. None of these charitable contributions has exceeded $50,000.
Mr. Jeffries does not qualify as independent because he is an executive officer of the Company.
Proxy Information
May 10, 2010
Pursuant to the indemnification provisions contained in the Company's Amended and Restated Bylaws, the Company is paying the legal fees incurred
by current and former executive officers and directors in connection with the lawsuits against the Company and the derivative lawsuits on behalf of the
Company described in the section captioned "Certain Legal Proceedings". During Fiscal 2009, the Company advanced approximately $870,000 for such
fees on behalf of such current and former executive officers and directors. Each such current or former executive officer or director has undertaken to
repay to the Company any expenses advanced by the Company should it be ultimately determined that the executive officer or director was not entitled
to indemnification by the Company. The Company expects to be reimbursed for most of these fees under one or more of its insurance policies.
Director Independence
The Board has reviewed, considered and discussed each director's and each director nominee's relationships, both direct and indirect, with the Company
and its subsidiaries in order to determine whether such director or director nominee meets the independence requirements of the applicable sections
of the NYSE Listed Company Manual (the "NYSE Rules"). The Board has determined that a majority of the incumbent directors qualify as independent
Printed on Apr 10, 2014
This report is for information purposes and should not be considered a solicitation to buy or sell any security. GMI Ratings does
not guarantee its accuracy or make warranties regarding its usage. This report and all of the information contained in it, including
without limitation all text, data, charts, graphs (the "Information") is the property of GMI Ratings, its subsidiaries, or in some
cases third party data suppliers. The Information may not be reproduced, displayed, redistributed or re-transmitted in whole or
in part, in any form, without prior written permission of GMI Ratings. Copyright © 2003-2014 GMI Ratings. All rights reserved.
Page 39 of 49
Abercrombie & Fitch Co. (NYSE:ANF)
Global ESG Rating:
D (17)
Industry:
Market Cap:
Governance - Related Party Transactions
Retail - Apparel / Accessories
USD 2,962.8mm (Mid Cap)
Country Inc:
United States
Home Market: United States
Last Data Update:
Last ESG Rating Change:
Apr 3, 2014
Nov 6, 2013
under the NYSE Rules. Specifically, the Board has determined that each of James B. Bachmann, Lauren J. Brisky, Archie M. Griffin, John W. Kessler,
Elizabeth M. Lee, Edward F. Limato, Robert A. Rosholt and Craig R. Stapleton has no commercial, industrial, banking, consulting, legal, accounting,
charitable, familial or other relationship with the Company, either directly or indirectly, that would be inconsistent with a determination of independence
under the applicable NYSE Rules. The Board specifically considered a number of circumstances in the course of reaching these conclusions, including
the relevant relationships described above in the section captioned "Certain Relationships and Related Transactions Transactions with Related Persons"
as well as the facts that:
Mr. Kessler's son-in-law is on the Board of Directors of the Nationwide Children's Hospital Foundation, and the Company has pledged a conditional
donation of $1,000,000 a year for ten years (2006 to 2015) to the Nationwide Children's Hospital, a wing of which will bear the name of the Company.
Mr. Kessler has a daughter, Elizabeth P. Kessler, who is a partner in the law firm of Jones Day and serves as the Partner-in-Charge of the firm's
Columbus, Ohio office. Jones Day rendered legal services to the Company and its subsidiaries during Fiscal 2009, for which the Company paid not
in excess of $150,000 in fees.
Mr. Griffin is an ex-officio member of the Board of Directors of The Ohio State University Foundation and Mr. Bachmann is on the Board of Trustees of
The Ohio State University Hospital. The Company will, subject to certain conditions, facilitate gifts which could aggregate to $10,000,000 over no more
than ten years (2007 to 2016) to The Ohio State University Foundation, which gifts are contemplated to be apportioned approximately 50% to The Ohio
State University Hospital and approximately 50% to The Arthur G. James Cancer Hospital of The Ohio State University.
Mr. Bachmann is a former partner of Ernst & Young LLP, a firm engaged by the Company from time to time to perform non-audit services and to which
the Company paid fees during Fiscal 2009 not in excess of $310,000.
Mr. Griffin's son is employed part-time at one of the Company's Hollister stores.
Mr. Jeffries does not qualify as independent because he is an executive officer of the Company.
Proxy Information
May 8, 2009
Transactions with Related Persons
Mr. Gertmenian, who served as a director of the Company for a portion of Fiscal 2008, is a partner in the law firm of Vorys, Sater, Seymour and Pease
LLP, and serves as the presiding partner of the firm. Vorys, Sater, Seymour and Pease LLP rendered legal services to the Company and its subsidiaries
during Fiscal 2008, for which the Company paid fees in excess of $120,000. Mr. Gertmenian decided not to stand for re-election to the Board and his
term expired on June 11, 2008.
Mr. Kessler, a director of the Company, has a son-in-law, Thomas D. Lennox, who was employed by the Company in a non-executive officer position as
Vice President, Corporate Communications through July 19, 2008 and who received compensation (including a restricted stock unit grant) and benefits
not in excess of $325,000 in Fiscal 2008.
Pursuant to the indemnification provisions contained in the Company's Amended and Restated Bylaws, the Company is paying the legal fees incurred
by current and former executive officers and directors in connection with the lawsuits against the Company and the derivative lawsuits on behalf of the
Company described in the text under the section captioned "Certain Legal Proceedings". During Fiscal 2008, the Company advanced approximately
$600,000 for such fees on behalf of such current and former executive officers and directors. Each such current or former executive officer or director has
undertaken to repay to the Company any expenses advanced by the Company should it be ultimately determined that the executive officer or director was
not entitled to indemnification by the Company. The Company expects to be reimbursed for most of these fees under one or more of its insurance policies.
Proxy Information
May 9, 2008
Russell M. Gertmenian, a director of the Company, is a partner in the law firm of Vorys, Sater, Seymour and Pease LLP, and serves as the presiding
partner of the firm. Vorys, Sater, Seymour and Pease LLP rendered legal services to the Company and its subsidiaries during Fiscal 2007, for which
the Company paid approximately $5.4 million in fees and approximately $1.2 million in expense reimbursements.
John W. Kessler, a director of the Company, has a son-in-law, Thomas D. Lennox, who is employed by the Company in a non-executive officer position
as Vice President, Corporate Communications and who received compensation (including a restricted stock unit grant) and benefits not in excess of
$395,000 in Fiscal 2007.
Printed on Apr 10, 2014
This report is for information purposes and should not be considered a solicitation to buy or sell any security. GMI Ratings does
not guarantee its accuracy or make warranties regarding its usage. This report and all of the information contained in it, including
without limitation all text, data, charts, graphs (the "Information") is the property of GMI Ratings, its subsidiaries, or in some
cases third party data suppliers. The Information may not be reproduced, displayed, redistributed or re-transmitted in whole or
in part, in any form, without prior written permission of GMI Ratings. Copyright © 2003-2014 GMI Ratings. All rights reserved.
Page 40 of 49
Abercrombie & Fitch Co. (NYSE:ANF)
Global ESG Rating:
D (17)
Industry:
Market Cap:
Governance - Related Party Transactions
Retail - Apparel / Accessories
USD 2,962.8mm (Mid Cap)
Country Inc:
United States
Home Market: United States
Last Data Update:
Last ESG Rating Change:
Apr 3, 2014
Nov 6, 2013
Pursuant to the indemnification provisions contained in the Company's Amended and Restated Bylaws, the Company is paying the legal fees incurred by
current and former executive officers and directors in connection with the lawsuits against the Company, the derivative lawsuits on behalf of the Company
and the investigation by the Securities and Exchange Commission (the "SEC") described in the text under the caption "Certain Legal Proceedings".
During Fiscal 2007, the Company advanced approximately $2.4 million for such fees on behalf of such current and former executive officers and directors.
Each such current or former executive officer or director has undertaken to repay to the Company any expenses advanced by the Company should it be
ultimately determined that the executive officer or director was not entitled to indemnification by the Company. The Company expects to be reimbursed
for most of these fees under one or more of its insurance policies.
Proxy Information
May 10, 2007
Mr. Gertmenian, a director of the Company, is a partner with Vorys, Sater, Seymour and Pease LLP, and serves as Chairman of the firm's Executive
Committee and as the managing partner of the firm. Vorys, Sater, Seymour and Pease LLP rendered legal services to the Company during Fiscal
2006, for which the Company paid approximately $4.4 million in fees and approximately $1.6 million in expense reimbursements. Mr. Gertmenian is
also affiliated with a charitable organization to which the Company made contributions (not in excess of $200,000) during Fiscal 2006.
Mr. Kessler, a director of the Company, has a son-in-law, Thomas D. Lennox, who is employed in a non-executive officer position as Vice-President,
Corporate Communications and who received approximately $310,000 in compensation (including a restricted stock unit grant) and benefits in Fiscal
2006.
Pursuant to the indemnification provisions contained in the Company's By-laws, the Company is paying the legal fees incurred by current and former
executive officers and directors in connection with the lawsuits against the Company, the derivative lawsuits on behalf of the Company and the
investigation by the Securities and Exchange Commission (the "SEC") described in the Company's 2006 Annual Report on Form 10-K filed on March
30, 2007. During Fiscal 2006, the Company advanced approximately $2.3 million for such fees on behalf of such current and former executive officers
and directors. Each such executive officer and director has undertaken to repay to the Company any expenses advanced by the Company should it be
ultimately determined that the executive officer or director was not entitled to indemnification by the Company. The Company expects to be reimbursed
for most of these fees under one or more of its insurance policies.
Proxy Information
May 9, 2006
Messrs. Bachmann, Griffin and Kessler are affiliated with certain charitable organizations to which the Company made contributions during the 2005
fiscal year (in no case in excess of $200,000).
Mr. Kessler's son-in-law is on the Board of Trustees of the Children's Hospital Foundation of the Columbus Children's Hospital, and the Company has
pledged a conditional donation of $1 million a year for the next ten years to the Columbus Children's Hospital (a wing of which will bear the name of
the Company).
Mr. Kessler has a son-in-law who is employed by the Company in a non-executive officer position and who receives in excess of $200,000 per year
in compensation from the Company.
Mr. Bachmann is a former partner of Ernst & Young LLP, a firm engaged by the Company from time to time to perform non-audit services and to which
the Company paid fees during the 2005 fiscal year not in excess of $750,000. Mr. Jeffries does not qualify as independent because he is an executive
officer of the Company. Mr. Gertmenian does not qualify as independent because he is a partner of a law firm that has performed services and will
continue to perform services for the Company.
Mr. Gertmenian, a Director of the Company, is a partner with Vorys, Sater, Seymour and Pease LLP. Vorys, Sater, Seymour and Pease LLP rendered
legal services to the Company during the 2005 fiscal year and continues to do so.
Pursuant to the indemnification provisions contained in the Company's Bylaws, the Company is paying the legal fees incurred by current and former
executive officers and directors in connection with the lawsuits against the Company, the derivative lawsuits on behalf of the Company and the
investigation by the Securities and Exchange Commission described in the Company's 2005 Annual Report on Form 10-K, including the lawsuits referred
to in "Certain Legal Proceedings". During the 2005 fiscal year, the Company advanced approximately $800,000 for such fees on behalf of such current
and former executive officers and directors. Each such executive officer and director has undertaken to repay to the Company any expenses advanced
by the Company should it be ultimately determined that the executive officer or director was not entitled to indemnification by the Company.
Certain Legal Proceedings
Printed on Apr 10, 2014
This report is for information purposes and should not be considered a solicitation to buy or sell any security. GMI Ratings does
not guarantee its accuracy or make warranties regarding its usage. This report and all of the information contained in it, including
without limitation all text, data, charts, graphs (the "Information") is the property of GMI Ratings, its subsidiaries, or in some
cases third party data suppliers. The Information may not be reproduced, displayed, redistributed or re-transmitted in whole or
in part, in any form, without prior written permission of GMI Ratings. Copyright © 2003-2014 GMI Ratings. All rights reserved.
Page 41 of 49
Abercrombie & Fitch Co. (NYSE:ANF)
Global ESG Rating:
D (17)
Industry:
Market Cap:
Governance - Related Party Transactions
Retail - Apparel / Accessories
USD 2,962.8mm (Mid Cap)
Country Inc:
United States
Home Market: United States
Last Data Update:
Last ESG Rating Change:
Apr 3, 2014
Nov 6, 2013
In February 2005, two substantially similar actions were filed in the Court of Chancery of the State of Delaware by stockholders of the Company,
naming the Company as a nominal defendant and ten of the Company's current and former directors as defendants, challenging the compensation
received by the Company's Chief Executive Officer, Michael S. Jeffries. The complaints alleged, among other things, that the Board and the members
of the Compensation Committee of the Board breached their fiduciary duties in granting stock options and an increase in cash compensation to Mr.
Jeffries in February 2002 and in approving Mr. Jeffries' previous employment agreement in January 2003 (which has since been amended as described
in "EXECUTIVE COMPENSATION Employment and Separation Agreements"). The complaints further asserted that the Company's disclosures with
respect to Mr. Jeffries' compensation were deficient. The complaints sought, among other things, to rescind the purportedly wrongful compensation
and to set aside the Mr. Jeffries' employment agreement. The actions were consolidated under the caption, In re Abercrombie & Fitch Co. Shareholder
Derivative Litigation, C.A. No. 1077. This litigation was settled pursuant to a settlement agreement dated April 8, 2005, approved by the Court of Chancery
of the State of Delaware on June 14, 2005 (the "Settlement Agreement").
In September 2005, a derivative action, styled The Booth Family Trust v. Michael S. Jeffries, et al., was filed in the United States District Court for the
Southern District of Ohio, naming the Company as a nominal defendant and nine of the Company's present and former directors as defendants, seeking
to assert claims for unspecified damages against the directors for various alleged breaches of fiduciary duty. In the following three months (October,
November and December of 2005), four similar derivative actions were filed (three in the United States District Court for the Southern District of Ohio and
one in the Court of Common Pleas for Franklin County, Ohio) against nine of the Company's present and former directors alleging various breaches of the
directors' fiduciary duty and seeking equitable and monetary relief. The Company is also a nominal defendant in each of the four later derivative actions.
Proxy Information
May 12, 2005
Messrs. Bachmann, Griffin and Kessler are affiliated with certain charitable organizations to which the Company made contributions during the 2004
fiscal year (in no case in excess of $100,000).
Mr. Kessler has a son-in-law who is employed by the Company (not as an executive officer) and who receives in excess of $100,000 per year in
compensation from the Company.
Mr. Gertmenian, a Director of the Company, is a partner with Vorys, Sater, Seymour and Pease LLP. Vorys, Sater, Seymour and Pease LLP rendered
legal services to the Company during the 2004 fiscal year and continues to do so. Samuel N. Shahid, Jr., a Director of the Company, is President and
Creative Director of Shahid & Company, Inc. Shahid and Company, Inc. has provided advertising and design services for the Company since 1995.
Fees paid to Shahid & Company, Inc. for services provided during the 2004 fiscal year were approximately $2.1 million. These amounts do not include
reimbursements to Shahid & Company, Inc. for expenses incurred while performing these services.
Proxy Information
Apr 15, 2004
John W. Kessler serves as Chair of the Compensation Committee. His
son-in-law, Thomas D. Lennox, is employed by the Company as Director, Investor Relations & Corporate Communications, a non-executive position.
During the 2003 fiscal year, Mr. Lennox received compensation in excess of $100,000.
Sam N. Shahid has been President/Creative Director of Shahid & Company, Inc., an advertising and design agency, since 1993. Fees paid to Shahid
& Company, Inc. by the Company for services provided during the 2003 fiscal year were approximately $2.0 million.
Proxy Information
Apr 17, 2003
John W. Kessler serves as Chair of the Compensation Committee. His son-in-law, Thomas D. Lennox, is employed by the Company as Director, Investor
Relations & Corporate Communications, a non-officer position. During the 2002 fiscal year, Mr. Lennox received salary and bonus totaling $141,025 and
other employment benefits, including option grants, consistent with those provided to other associates of the Company holding comparable positions.
Printed on Apr 10, 2014
This report is for information purposes and should not be considered a solicitation to buy or sell any security. GMI Ratings does
not guarantee its accuracy or make warranties regarding its usage. This report and all of the information contained in it, including
without limitation all text, data, charts, graphs (the "Information") is the property of GMI Ratings, its subsidiaries, or in some
cases third party data suppliers. The Information may not be reproduced, displayed, redistributed or re-transmitted in whole or
in part, in any form, without prior written permission of GMI Ratings. Copyright © 2003-2014 GMI Ratings. All rights reserved.
Page 42 of 49
Abercrombie & Fitch Co. (NYSE:ANF)
Global ESG Rating:
D (17)
Governance - Accounting
Industry:
Market Cap:
Retail - Apparel / Accessories
USD 2,962.8mm (Mid Cap)
Component Ratings
Country Inc:
United States
Home Market: United States
Global Home Market Sector Impact
ESG OVERALL
D
D
D
GOVERNANCE
C
C
C
Board
C
C
C
25.1 %
Pay
D
D
D
C
B
C
Last Data Update:
Last ESG Rating Change:
Company Peers
Company
67.5 %
Apr 3, 2014
Nov 6, 2013
Ticker
Country
Market
Cap ($mm)
1 year
TSR
Audit Fees
Board Board
Rating Score
Foot Locker, Inc.
NYSE:FL
USA
6,769.07
32.01
2,815,000
C
75
Urban Outfitters, Inc.
NASD:URBN USA
5,356.18
-5.74
971,500
B
82
23.7 %
Kate Spade & Co
NYSE:KATE USA
4,565.74
157.59
1,909,700
D
12
13.3 %
Carter's, Inc.
NYSE:CRI
USA
4,080.01
29.88
1,260,100
C
37
DSW Inc.
NYSE:DSW
USA
3,217.63
31.31
1,312,000
A
100
Abercrombie & Fitch Co.
NYSE:ANF
USA
2,962.77
-30.04
2,587,177
C
58
Ascena Retail Group Inc
NASD:ASNA USA
2,781.80
14.56
4,284,000
D
17
Chico's FAS, Inc.
NYSE:CHS
USA
2,469.50
3.46
923,298
D
23
American Eagle Outfitters
NYSE:AEO
USA
2,387.91
-28.05
1,166,500
C
49
Country: United States
Guess?, Inc.
NYSE:GES
USA
2,364.10
30.11
2,623,000
B
86
Home Market: United States
The Men's Wearhouse, Inc.
NYSE:MW
USA
2,297.32
67.05
1,356,100
D
25
Sector: Cyclical Consumer Goods / Services
The Buckle, Inc.
NYSE:BKE
USA
2,203.90
19.15
382,500
C
40
Ownership
Control
&
Accounting
C
ENVIRONMENTAL
C
SOCIAL
F
C
D
F
C
C
F
5.0 %
10.4 %
22.2 %
Data as of Apr 3, 2014
Governance - Accounting KeyMetrics
Flag
Impact
No Flagged KeyMetrics
Audit Committee
Name
Title
Relationship
James B. Bachmann
Age
Gender
M
Director
Outside
Lauren J. Brisky
F
Director
Outside
Michael E. Greenlees
M
Director
Outside
Charles R. Perrin
M
Director
Craig R. Stapleton
M
Director
Committee Chair
Outside
Auditor: PricewaterhouseCoopers LLP
Payment Amount
Audit Fees
2,587,177
Audit Related Fees
0
Audit Tax Fees
5,651
Other Audit Fees
0
Total Fees
$ 2,592,828
Auditor Fees
Other: 0.00 %
Audit Tax : 0.22 %
Audit Related: 0.00 %
Audit: 99.78 %
Printed on Apr 10, 2014
This report is for information purposes and should not be considered a solicitation to buy or sell any security. GMI Ratings does
not guarantee its accuracy or make warranties regarding its usage. This report and all of the information contained in it, including
without limitation all text, data, charts, graphs (the "Information") is the property of GMI Ratings, its subsidiaries, or in some
cases third party data suppliers. The Information may not be reproduced, displayed, redistributed or re-transmitted in whole or
in part, in any form, without prior written permission of GMI Ratings. Copyright © 2003-2014 GMI Ratings. All rights reserved.
Page 43 of 49
Abercrombie & Fitch Co. (NYSE:ANF)
Global ESG Rating:
D (17)
Industry:
Market Cap:
Governance - Standards
Retail - Apparel / Accessories
USD 2,962.8mm (Mid Cap)
Country Inc:
United States
Home Market: United States
Last Data Update:
Last ESG Rating Change:
Apr 3, 2014
Nov 6, 2013
Delaware
Currency : US Dollar (USD)
Delaware is home to the vast majority of U.S. companies and is the incorporated State of over half of the Russell 3000 Index. As such, Delaware’s General
Corporation Law (DGCL) remains a model for business law across the country, with many U.S. States adopting similar provisions in their own business
codes. Despite this, Delaware provides for only a moderate level of shareholder rights as the DGCL contains multiple provisions that are more restrictive
than the corporate law of other States.
Delaware law denies shareholders the right to call special meetings, a right that is granted, in differing capacities, by most other States. In effect,
shareholders wishing to propose any action must do so only at Annual General Meetings. Additionally, Delaware law provides for shareholder action by
written consent with simple majority threshold requirements.
Shareholders are also required, by Delaware law, to show criminal action as cause for the removal of directors on classified boards. Additionally, Delaware
law does not provide shareholders the right to fill vacancies on the board of directors. As a result, shareholders have very little recourse in removing or
replacing a board director, especially when a board is classified, making entrenched boards a common feature of Delaware corporations.
Delaware law does not mandate a Majority Vote requirement in director elections. Furthermore, the DGCL does not require Cumulative Voting rights,
causing a lack of protection for shareholders of companies that opt for a Plurality Voting structure in the election of directors.
Delaware law also contains a Business Combination provision, a feature that may place a holding duration or super-majority shareholder approval
requirement upon shareholders interested in acquiring further shares. While such provisions are common among other U.S. States, Delaware represents
a small minority of States that do not have a Fair Price exception built into the statute. Structured in this way, Delaware law makes it exceptionally difficult
for shareholders to accept any merger or takeover that does not have board approval.
However, shareholders do benefit as a result of the DGCL providing a Majority thresholds with regards to director removal, the amending of bylaws or
charters, the approval of mergers, and for shareholder actions by written consent. Additionally, Delaware law does not contain any Constituency or Control
Share Acquisition provisions, thereby requiring directors to mind their fiduciary duties to shareholders in all cases and granting holders of a significant
portion of shares full voting rights.
Printed on Apr 10, 2014
This report is for information purposes and should not be considered a solicitation to buy or sell any security. GMI Ratings does
not guarantee its accuracy or make warranties regarding its usage. This report and all of the information contained in it, including
without limitation all text, data, charts, graphs (the "Information") is the property of GMI Ratings, its subsidiaries, or in some
cases third party data suppliers. The Information may not be reproduced, displayed, redistributed or re-transmitted in whole or
in part, in any form, without prior written permission of GMI Ratings. Copyright © 2003-2014 GMI Ratings. All rights reserved.
Page 44 of 49
Abercrombie & Fitch Co. (NYSE:ANF)
Global ESG Rating:
D (17)
Industry:
Market Cap:
Environmental
Retail - Apparel / Accessories
USD 2,962.8mm (Mid Cap)
Component Ratings
Country Inc:
United States
Home Market: United States
Global Home Market Sector Impact
Last Data Update:
Last ESG Rating Change:
Apr 3, 2014
Nov 6, 2013
Company Peers
ESG OVERALL
D
D
D
GOVERNANCE
C
C
C
Board
C
C
C
25.1 %
Pay
D
D
D
23.7 %
Kate Spade & Co
Ownership &
Control
C
B
C
13.3 %
Carter's, Inc.
Accounting
C
C
C
5.0 %
Company
Overall
Impact
Supply
Chain
Carbon
Emissions
Water
Use
Foot Locker, Inc.
1.08
0.00995
50
0.00027
0.0003
Urban Outfitters, Inc.
1.15
0.01061
50
0.00026
0.00031
1.01
0.00967
31
0.00027
0.0003
Chico's FAS, Inc.
1.08
0.01001
50
0.00027
0.0003
American Eagle Outfitters
1.08
0.00995
50
0.00027
0.0003
Country: United States
Guess?, Inc.
0.83
0.00718
43
0.00019
0.00032
Home Market: United States
The Men's Wearhouse, Inc.
Sector: Cyclical Consumer Goods / Services
The Buckle, Inc.
67.5 %
Waste
Production
DSW Inc.
ENVIRONMENTAL
C
D
C
10.4 %
SOCIAL
F
F
F
22.2 %
Data as of Apr 3, 2014
Environmental KeyMetrics
High Environmental Impact Company
Flag
Impact
YES
0.0 %
Abercrombie & Fitch Co.
Ascena Retail Group Inc
Companies in the Apparel / Accessories Retail industry are generally considered
low environmental impact; however, some environmental concerns may arise with
regard to waste generation and used products that are thrown away might be
difficult to recycle.
Key Areas of Concern:
Environmental Disclosure Change
1.5 %
Water Use Reporting
1.5 %
Waste Production Reporting
1.5 %
All environmental impact data is provided by Trucost Plc.
Alternative Energy
1.5 %
Actual figures covering these and additional environmental impact factors are
available for many companies back to 2005, and can be delivered in combination
with GMI Ratings' KeyMetrics or as an independent data feed.
Impact Reduction Targets
Environmental Management
1.5 %
Environmental Certification
1.5 %
• Waste Production
For more information please contact your account representative or visit our
website www.gmiratings.com.
Reporting Compliance
UN Global Compact Signatory
No
Reports to Global Reporting Initiative (GRI)
No
Printed on Apr 10, 2014
This report is for information purposes and should not be considered a solicitation to buy or sell any security. GMI Ratings does
not guarantee its accuracy or make warranties regarding its usage. This report and all of the information contained in it, including
without limitation all text, data, charts, graphs (the "Information") is the property of GMI Ratings, its subsidiaries, or in some
cases third party data suppliers. The Information may not be reproduced, displayed, redistributed or re-transmitted in whole or
in part, in any form, without prior written permission of GMI Ratings. Copyright © 2003-2014 GMI Ratings. All rights reserved.
Page 45 of 49
Abercrombie & Fitch Co. (NYSE:ANF)
Global ESG Rating:
D (17)
Industry:
Market Cap:
Environmental
Retail - Apparel / Accessories
USD 2,962.8mm (Mid Cap)
Printed on Apr 10, 2014
Country Inc:
United States
Home Market: United States
This report is for information purposes and should not be considered a solicitation to buy or sell any security. GMI Ratings does
not guarantee its accuracy or make warranties regarding its usage. This report and all of the information contained in it, including
without limitation all text, data, charts, graphs (the "Information") is the property of GMI Ratings, its subsidiaries, or in some
cases third party data suppliers. The Information may not be reproduced, displayed, redistributed or re-transmitted in whole or
in part, in any form, without prior written permission of GMI Ratings. Copyright © 2003-2014 GMI Ratings. All rights reserved.
Last Data Update:
Last ESG Rating Change:
Apr 3, 2014
Nov 6, 2013
Page 46 of 49
Abercrombie & Fitch Co. (NYSE:ANF)
Global ESG Rating:
D (17)
Industry:
Market Cap:
Environmental
Retail - Apparel / Accessories
USD 2,962.8mm (Mid Cap)
Country Inc:
United States
Home Market: United States
Last Data Update:
Last ESG Rating Change:
Apr 3, 2014
Nov 6, 2013
Environmental Controversies
Criteria
Alert
Revenue
Share
Production Distribution Services
Description
No controversies found
GMI Ratings's social screening data is supplemented by Ethix SRI
Advisors, and subject to these restrictions.
Material Events
No events.
Printed on Apr 10, 2014
This report is for information purposes and should not be considered a solicitation to buy or sell any security. GMI Ratings does
not guarantee its accuracy or make warranties regarding its usage. This report and all of the information contained in it, including
without limitation all text, data, charts, graphs (the "Information") is the property of GMI Ratings, its subsidiaries, or in some
cases third party data suppliers. The Information may not be reproduced, displayed, redistributed or re-transmitted in whole or
in part, in any form, without prior written permission of GMI Ratings. Copyright © 2003-2014 GMI Ratings. All rights reserved.
Page 47 of 49
Abercrombie & Fitch Co. (NYSE:ANF)
Global ESG Rating:
D (17)
Industry:
Market Cap:
Social
Retail - Apparel / Accessories
USD 2,962.8mm (Mid Cap)
Component Ratings
Country Inc:
United States
Home Market: United States
Global Home Market Sector Impact
ESG OVERALL
D
D
D
GOVERNANCE
C
C
C
Board
C
C
C
25.1 %
Pay
D
D
D
Ownership &
Control
C
B
C
Accounting
C
Last Data Update:
Last ESG Rating Change:
Apr 3, 2014
Nov 6, 2013
Company Peers
Country
1 year
TSR
3 year
TSR
5 year
TSR
Social
Rating
Social
Score
Foot Locker, Inc.
USA
32.01
128.14
575.86
C
59
Urban Outfitters, Inc.
USA
-5.74
3.60
147.66
D
15
23.7 %
Kate Spade & Co
USA
157.59
347.91
1,133.46
C
61
13.3 %
Carter's, Inc.
USA
29.88
144.93
275.28
F
5
DSW Inc.
USA
31.31
141.89
659.05
C
30
Abercrombie & Fitch Co.
USA
-30.04
-39.99
56.32
F
4
Ascena Retail Group Inc
USA
14.56
60.18
294.04
C
43
Chico's FAS, Inc.
USA
3.46
63.38
376.74
C
40
American Eagle Outfitters
USA
-28.05
14.65
95.58
C
75
Country: United States
Guess?, Inc.
USA
30.11
-25.40
147.54
C
32
Home Market: United States
The Men's Wearhouse, Inc.
USA
67.05
116.40
311.46
C
42
Sector: Cyclical Consumer Goods / Services
The Buckle, Inc.
USA
19.15
70.83
251.09
C
32
C
C
Company
67.5 %
5.0 %
ENVIRONMENTAL
C
D
C
10.4 %
SOCIAL
F
F
F
22.2 %
Data as of Apr 3, 2014
Retail - Apparel / Accessories Industry
Labor Practices
3.0 %
Companies in the Apparel / Accessories Retail industry are generally considered
low social impact; however, some issues may arise with regard to employee
relations and community relations. Companies may rely on unionized workforces,
making positive union relations an issue. Furthermore, companies might be
exposed to litigation regarding discriminatory practices.
Discriminatory Employment Practices
3.0 %
Key Areas of Concern:
Child Labor
3.0 %
• Community Relations
Discriminatory Business Practices
3.0 %
• Discriminatory Employment Practices
Political Activity Disclosure
1.5 %
Pay Linked to Sustainability
1.5 %
Sustainability Reporting Framework
1.5 %
Sustainability Reporting
1.5 %
UN Global Compact
1.5 %
Workplace Safety Auditing
1.5 %
Workplace Safety Reporting
1.5 %
Social KeyMetrics
High Social Impact Company
Flag
Impact
YES
0.0 %
• Labor Practices
Reporting Compliance
UN Global Compact Signatory
No
Reports to Global Reporting Initiative (GRI)
No
Publishes Sustainability Report
No
ISO 14001 Certification
No
Uses OSHAS 18001
No
Publishes Workplace Safety Records
Yes
Printed on Apr 10, 2014
This report is for information purposes and should not be considered a solicitation to buy or sell any security. GMI Ratings does
not guarantee its accuracy or make warranties regarding its usage. This report and all of the information contained in it, including
without limitation all text, data, charts, graphs (the "Information") is the property of GMI Ratings, its subsidiaries, or in some
cases third party data suppliers. The Information may not be reproduced, displayed, redistributed or re-transmitted in whole or
in part, in any form, without prior written permission of GMI Ratings. Copyright © 2003-2014 GMI Ratings. All rights reserved.
Page 48 of 49
Abercrombie & Fitch Co. (NYSE:ANF)
Global ESG Rating:
D (17)
Industry:
Market Cap:
Social
Retail - Apparel / Accessories
USD 2,962.8mm (Mid Cap)
Country Inc:
United States
Home Market: United States
Last Data Update:
Last ESG Rating Change:
Apr 3, 2014
Nov 6, 2013
Social Controversies
Criteria
Alert
Revenue
Share
Production Distribution Services
Description
No controversies found
GMI Ratings's social screening data is supplemented by Ethix SRI
Advisors, and subject to these restrictions.
Material Events
Discriminatory Business Practices
Sep 23, 2013
Trendy clothing retailer Abercrombie & Fitch has agreed to make religious accommodations to its policy governing employees' appearance as part of a
settlement of discrimination lawsuits filed in California.The lawsuits were filed on behalf of two Muslim women who claimed the company discriminated
against them because they wore head scarves. Halla Banafa sued in 2010 after she was denied a job at an Abercrombie store. Hani Khan sued in
2011 after she was fired.In court papers filed Friday, Ohio-based Abercrombie also agreed to pay the women a combined $71,000 and unspecified
attorney fees. Additionally, it has established an appeals process for workers denied religious accommodations.The women's lawsuits were filed by
the U.S. Equal Employment Opportunity Commission.
Employment Discrimination
Sep 11, 2013
Judge: Abercrombie violated religious bias law when firing MuslimSAN JOSE, Calif., Sept. 10 A federal judge in California has ruled Abercrombie &
Fitch violated a law when the clothing retailer fired a Muslim woman for wearing a headscarf. Abercrombie fired Umme-Hani Khan after she refused to
remove her headscarf, which she wears when she is in public or around men who are not immediate family members. The company said she violated
the "Look Policy," which forbids employees from wearing head wear. The policy is part of a marketing strategy to convey the Abercrombie brand, the
clothing retailer said. Khan's supervisors never informed her she was not complying with the policy, and permitted her to wear her headscarf as long
as it matched company colors, Courthouse News Service reported Monday. Khan had been wearing the headscarf at work for four months before the
store's district manager abruptly terminated her employment. The U.S. Equal Employment Opportunity Commission sued on Khan's behalf, accusing
the company of discriminating against employees on the basis of religion. The commission sought to prevent the company from forbidding employees
from wearing headscarves, while Abercrombie said deviating from the policy would create undue hardship and a decline in sales. U.S. District Judge
Yvonne Gonzalez-Rogers ruled last week Abercrombie would not have suffered a hardship by allowing Khan to wear her headscarf. Abercrombie is
liable for failing to accommodate Khan's religious beliefs, and may owe damages, Gonzalez-Rogers said.
Child Labor
Aug 18, 2013
Brands ignorant over child labour Sarah Whyte Brands ignorant over child labour By Sarah Whyte Next time you open your wardrobe, consider this:
more than 90per cent of clothing brands, including Rivers, Katies and Lacoste, are likely to profit from some form of child labour. A damning report
on the Australian fashion industry shows 93per cent of brands do not know where their cotton is sourced, making it likely child labour and exploitation
have been involved. The bulk of the world's cotton is sourced from countries that force children to pick cotton harvests. According to the report, in
Uzbekistan, the world's fourth-largest cotton producer, children as young as 10 are taken out of school and coerced by the Karimov government
to put in 70-hour weeks working in fields. "It doesn't take a rocket scientist to work out there is a high chance that we're all wearing clothing that
has been made by slave labour," the founder of ethical brand Etiko, Nick Savaidis, said. The Australian Fashion Report, to be released on Monday,
investigated 40companies that own 128 clothing brands sold in Australia, ranking them on the transparency and monitoring of their supply chains.
The report, supported by the International Labour Rights Forum and Baptist World Aid, considered cotton sourcing, fabric dyeing and weaving and
manufacturing. For years children have been widely used to support the textile supply chain, a spokeswoman for labour rights group Stop the Traffik,
Carolyn Kitto, says. Of the top 10 cotton producers in the world, including China, the US, Pakistan, Uzbekistan and Brazil, Australia is the only country
not to use child labour, the report said. Brands Supre, Abercrombie and Fitch, Rivers, Lacoste and the Specialty Group, which owns Millers and
Katies, were labelled as the worst in the report, from failing to boycott Uzbekistan cotton to having murky standards at the manufacturing stage. Rivers
and the Specialty Group were among hundreds of Western retailers condemned for their lack of safety measures in April after the collapse of the
Rana Plaza factory in Bangladesh. Report co-author Gershon Nimbalker said the deeper researchers looked into the companies' supply chains down to the harvesting of cotton by children in Uzbekistan - the more they were concerned there was almost no information available. Australian
Retailers Association chief executive Russell Zimmerman said there was "no simple answer" for companies to better understand their supply chains.
"Companies risk losing customers if they are not aware of how their goods are coming through the supply chain," he said. Of the companies surveyed,
only 20 had boycotted the use of Uzbekistan cotton. About 35per cent of the cotton used in Bangladesh comes from Uzbekistan, the report showed.
The value of imports of Bangladeshi clothes into Australia has grown from $16million in 2007 to $287 million last year. Companies including Rivers,
Woolworths, Coles, Quiksilver and Lululemon do not boycott the use of Uzbekistan cotton. A spokesman for Rivers said: "Rivers is not aware of the
Australian Fashion Report, the basis or authority for making its allegation, nor indeed its motive for doing so. "Rivers has published ethical standards
for all product sourcing worldwide. It follows these standards."
Printed on Apr 10, 2014
This report is for information purposes and should not be considered a solicitation to buy or sell any security. GMI Ratings does
not guarantee its accuracy or make warranties regarding its usage. This report and all of the information contained in it, including
without limitation all text, data, charts, graphs (the "Information") is the property of GMI Ratings, its subsidiaries, or in some
cases third party data suppliers. The Information may not be reproduced, displayed, redistributed or re-transmitted in whole or
in part, in any form, without prior written permission of GMI Ratings. Copyright © 2003-2014 GMI Ratings. All rights reserved.
Page 49 of 49