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Newell Brands Urges Shareholders Not To Take Action On Starboard's Mailing

Newell Brands Inc.'s (NWL) independent directors urged shareholders not to take any action in response to Starboard's mailing, and discard all BLUE proxy cards or voting instruction forms. Starboard, which along with other investors beneficially owns about4.5% of the company's shares, is seeking to have the entire board replaced.

In an open letter, the directors outlined their case for shareholders to stick with Newell's current management and strategy.

"The Board and management team recognize that Newell Brands' recent performance has fallen short of expectations. This team understands that the company must do more to perform and match the speed of change in the retail market," Newell said in the letter.

Newell said that it expects its divestiture plan to generate about $6 billion in net proceeds after taxes, following the successful execution in 2017 of eight divestitures at 12x EBITDA in aggregate; these proceeds will be used to deleverage the balance sheet to our targeted range while simultaneously returning value to shareholders in the form of dividends and share repurchases.

Separately, Starboard Value LP announced that certain of its director nominees, Ian G.H. Ashken, Martin Franklin and James Lillie, have committed to purchase an aggregate of $25 million worth of Newell stock with their personal capital in the open market if Starboard successfully replaces Newell's Board of Directors at the Company's 2018 Annual Meeting of Stockholders.

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