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  3. Resideo Announces CEO Transition and Board Changes

Resideo Announces CEO Transition and Board Changes

  • CEO to step down.
  • New Strategic & Operational Committee of Board, led by Lead Independent Director Andy Teich, will oversee comprehensive operational and financial review and provide guidance during management transition period.
  • Brian Kushner named new independent board director.
  • Company reaffirms full-Year 2019 guidance of GAAP revenue growth of 2% to 4% and adjusted EBITDA in the range of $330 Million to $350 Million.

AUSTIN, Texas, Dec. 2, 2019 – Resideo Technologies, Inc. (NYSE: REZI), a leading global provider of home comfort and security solutions, today announced a number of actions to position the company for long-term success and enhance shareholder value.

CEO Transition and Search Process

The company’s president and CEO, Mike Nefkens, and the board have mutually agreed to a transition, which will allow Mike to focus on family health issues. Nefkens has agreed to continue until his successor is appointed, at which time he also will step down from the board of directors. Nefkens will be supported by Andy Teich, the company’s lead independent director, through the transition period. The Resideo board of directors is conducting a search for the company’s next CEO with the assistance of leading independent search firm Russell Reynolds Associates.

Roger Fradin, chairman of the board of Resideo, said: “Resideo has a strong foundation to build on, with industry-leading distribution, innovative products and services, deep relationships with professional installers and expansive reach across our industry. As we advance our operational and financial transformation to enhance long-term shareholder value, we believe now is the right time to transition leadership of the company. We thank Mike for his hard work and appreciate his continued support of an orderly transition.”

Board Strategic & Operational Committee

Resideo’s board has formed a Strategic & Operational Committee focused on market strategy, gross margin improvement and G&A simplification. The committee will directly oversee the company’s previously announced operational and financial review. The review is designed to create a more efficient and profitable Resideo, building on the strength of its franchise. Resideo has retained industry-recognized experts in supply chain optimization and organizational excellence to assist in the review. The company plans to provide an update on the review in conjunction with the announcement of its fourth-quarter and full-year 2019 results, expected in February 2020.

The Strategic & Operational Committee also will provide focus and insight to the management team, particularly during the CEO transition period.

The Strategic & Operational Committee is chaired by Teich, the board’s lead independent director. Prior to joining Resideo’s board, Teich was president and CEO of FLIR Systems Inc., a public multinational company focused on the development of innovative imaging and sensing products and technologies for military, industrial and commercial applications.

Teich said: “The board and I are committed to ensuring Resideo continues to simplify its operations while enhancing competitiveness and profitability, and focusing on the execution of its core business, which we believe will deliver substantial value for shareholders. We intend to work closely with and oversee management during this important transitional period, drive all aspects of the operational and financial review, and ensure that results and recommendations of the review are promptly implemented.”

New Independent Director

Resideo is committed to continuing to refresh its board of directors and has announced the appointment of Brian Kushner as a new independent director, effective immediately. Kushner brings decades of experience leading corporate transformation efforts, having served in roles that include chairman, director, chief executive officer and chief restructuring officer at more than 30 public and private companies. He currently serves as senior managing director and leader of the Private Capital Advisory Services practice at FTI Consulting.

Kushner said: “It is exciting to join the board at this critical time in the company’s transformation. With its leading connected home technology portfolio and its commitment to improving operational performance, I believe Resideo has tremendous potential to drive consistent, profitable growth and create long-term shareholder value.”

Reaffirmation of 2019 Guidance

The company also announced the reaffirmation of its full-year 2019 guidance, updated on Nov. 6, of GAAP revenue growth of 2% to 4% and adjusted EBITDA in the range of $330 million to $350 million.

About Resideo

Resideo is a leading global provider of critical comfort and security solutions primarily in residential environments, and distributor of low-voltage electronic and security products. Building on a 130-year heritage, Resideo has a presence in more than 150 million homes, with 15 million systems installed in homes each year. We continue to serve more than 110,000 contractors through leading distributors, including our ADI Global Distribution business, which exports to more than 100 countries from more than 200 stocking locations around the world. Resideo is a $4.8 billion company with approximately 13,000 global employees. For more information about Resideo, please visit www.resideo.com.

Media Contact
Trent Perrotto
(512) 726-3512
trent.perrotto@resideo.com

Investor Contact
Bob Ryder
(737) 471-0267
investorrelations@resideo.com

About Brian Kushner

Kushner is a senior managing director at FTI Consulting. He has significant experience and proven expertise in corporate performance, including strategy, M&A, go-to-market planning, revenue enhancement, cost cutting, supply chain management, digital and social marketing strategy and complex restructuring.

Kushner has served as a board member and executive at more than 30 public and private companies, including as the CEO of four telecom companies, two software companies and a defense contractor, and as co-founder of CXO, L.L.C., a management consulting company that was acquired by FTI Consulting in 2008. Kushner currently serves as a board member and chair of the Audit Committee at Cumulus Media and at Mudrick Capital Acquisition Corporation. He previously served on the board of Luxfer Holdings, PLC, where he was a member of the Audit Committee and chair of the Remuneration Committee.

Kushner holds a B.S., M.S. and Ph.D. in Applied & Engineering Physics – the latter with a minor in Electrical Engineering, all from Cornell University.

Forward-Looking Statements

This release contains “forward-looking statements.” All statements, other than statements of fact, that address activities, events or developments that we or our management intend, expect, project, believe or anticipate will or may occur in the future are forward-looking statements. Although we believe forward-looking statements are based upon reasonable assumptions, such statements involve known and unknown risks, uncertainties, and other factors, which may cause the actual results or performance of the company to be materially different from any future results or performance expressed or implied by such forward-looking statements. Such risks and uncertainties include, but are not limited to, those described under the headings “Risk Factors” and “Cautionary Statement Concerning Forward-Looking Statements” in our Annual Report on Form 10-K for the year ended Dec. 31, 2018 and our Quarterly Report on Form 10-Q for the quarter ended Sept. 30, 2019 filed with the Securities and Exchange Commission (“SEC”). You are cautioned not to place undue reliance on these forward-looking statements, such as our expectations regarding the CEO transition and the commencement, progress and results of the comprehensive operational and financial review, each of which speak only as of the date of this release. Forward looking statements are not guarantees of future performance, and actual results, developments and business decisions may differ from those envisaged by our forward-looking statements.