Overview
A. Description and Principal Owners
Legion Partners Asset Management, LLC, a Delaware limited liability company
(“Legion Partners”), is a registered investment adviser.
Legion Partners was formed on April 11, 2012 in Delaware.
Legion Partners is 100% owned by Legion Partners Holdings, LLC, which is 100%
owned by Raymond T. White (33 1/3 %), Christopher Kiper (33 1/3%) and Bradley
Vizi (33 1/3%).
B. Advisory Services Offered
Legion Partners provides investment management services through pooled
investment vehicles (“Clients”), which are structured as Delaware limited
partnerships and as a Cayman Islands segregated portfolio company or through
separately managed accounts (generally side-by-side investments or co-investments).
Legion Partners specializes in fundamental research, long-term oriented investing
and building a productive relationship with portfolio companies. This involves long-
term holdings and actively engaging the management and boards of public companies
in order to help achieve superior long-term performance. Legion Partners’
investment strategy is described in greater detail in Item 8.
Legion Partners specializes in conducting deep fundamental analysis of publicly traded
companies. This research enables Legion to identify and then focus resources and
engagement efforts on selected issues with the potential to have the most significant
impact on the rights and economics of long-term oriented shareholders of that
company. This element of Legion Partners’ overall strategy
is intended to focus on
complex aspects of governance and/or specific situations that provide the
opportunity to enhance institutional investors’ ability to execute their investment,
supplement their governance programs and ultimately meet their long-term
obligations to their constituents. Legion Partners may also collaborate with
institutional investors and others on key policy issues. These may include, for
example, research related to the effectiveness of mergers and acquisitions activity
and how institutions should evaluate their positions in this process (transparency,
valuation methodology and metrics, alignment of interests and long-term measures
of success), accounting policies or practices, capital efficiency, alignment between
share owners and companies, company performance, regulatory concerns and/or
issues related to individual companies. This work may be used to support a
particular investment thesis and/or to propose specific reforms.
C. Limited Tailoring of Advisory Services
Legion Partners gives priority to its Clients, which may limit the securities (due to
the nature of side-by-side investments or co-investments) in which it invests or
manages, while utilizing the same investment strategy as that being used for its Clients.
D. Non- participation in Wrap Fee Programs
Legion Partners does not participate in wrap fee programs.
E. Assets Under Management
As of December 31, 2022, Legion Partners’ Assets Under Management (AUM)
were approximately $335,864,000.