Sports Direct Agrees To Support All Iconix Nominees At 2018 Annual Meeting

(RTTNews) - Iconix Brand Group Inc. (ICON) said that it reached a cooperation agreement with Sports Direct International plc (SPD.L), by which Sports Direct has the right to appoint two members of the Company's Board of Directors.

Justin Barnes, of IBSL Consultancy Limited, has been appointed to the Board with immediate effect. Additionally, James Marcum, a current member of the Board, shall continue to serve on the Board as a Sports Direct designee. Messrs. Barnes and Marcum will each serve a term expiring at the Company's 2018 annual meeting of stockholders, and will be nominated by the Company on its slate of nominees for election as directors at the 2018 Annual Meeting.

As part of the cooperation agreement, Sports Direct has withdrawn its previously announced nomination notice of individuals for election as directors at the 2018 Annual Meeting. Additionally, as part of the cooperation agreement, the size of the Board will be no greater than seven (7) members following the completion of the 2018 Annual Meeting.

As part of the cooperation agreement, Iconix Brand will nominate Messrs. Barnes and Marcum, Peter Cuneo, Drew Cohen, Mark Friedman and Sue Gove for election as directors at the 2018 Annual Meeting. Additional information about the Company's director nominees will be included in its proxy materials that will be mailed to all of the Company's stockholders ahead of the 2018 Annual Meeting. Given today's announcement, the Board will not hold its 2018 Annual Meeting on August 2, 2018 as previously disclosed. The Board will announce the date of the 2018 Annual Meeting, which will be held no later than October 1, 2018, as soon as practicable.

As per the cooperation agreement, Sports Direct has agreed to vote all of its shares in favor of the above slate of director nominees at the 2018 Annual Meeting and has agreed to certain other customary standstill and voting commitments.

Additionally, Iconix Brand has established an ad hoc Steering Committee to conduct an operational review of the Company's business. The initial members of the Steering Committee will be Messrs. Barnes, Marcum, Cuneo and Friedman, Ms. Gove and the Company's permanent Chief Executive Officer (once identified and appointed).