Browning West urges Cooper Companies to appoint four director candidates

Browning West, an investment management firm that has invested over $500M in The Cooper Companies (COO), delivered a letter to the Board of Directors and launched a website for shareholders www.CooperInFocus.com. The letter read in part, “Cooper operates two market leading businesses: CooperVision, the world’s largest contact lens business by number of wearers, and CooperSurgical, which includes the world’s largest fertility medical devices business. These businesses have durable growth tailwinds: half the world, or nearly five billion people, may become myopic by 2050 and one in six people may experience infertility at some point in their lives.2 Despite occupying solid positions in attractive industries with growth tailwinds, Cooper has meaningfully underperformed the S&P 500, S&P 500 Health Care, and S&P 500 Health Care Equipment and Services indices over the past 1, 3, and 5-year periods.3 In our view, Cooper’s lack of strategic focus, misaligned incentive structure, and inadequate Board oversight have led to value-destructive capital allocation, flawed execution, and failure to meet financial guidance. From 2019 to 2024, Cooper posted poor operating results: total revenue increased 47% but non-GAAP EPS grew only 20%, less than half the rate of revenue growth, and Free Cash Flow declined from $421M to $288M. Cooper’s P/E multiple has collapsed to a decade-low level of 16x.5 Browning West believes that urgent change at the Board level is required to refocus and optimize Cooper’s business, restore shareholder confidence, and help Cooper realize its significant long-term potential. Through the course of our research, we have compared notes with some of Cooper’s large and long-tenured shareholders who have also expressed deep concerns about the Company’s poor performance and governance. In addition, while we are encouraged to see another shareholder publicly express that Cooper’s strategy and structure need to be overhauled, we believe the current Board does not possess the required sector expertise, leadership and operational experience, or capital allocation acumen to properly evaluate any strategic alternatives for the Company…Despite Cooper’s underperformance, we are optimistic about Cooper’s future, and our sizable investment reflects our conviction in Cooper’s long-term value creation potential. Browning West has significant experience in enhancing corporate governance, recruiting and incentivizing management teams, and optimizing capital allocation. However, before making any critical decisions to determine Cooper’s future, it is essential that the Board first establish the right foundation and leadership. Therefore, we would like to collaborate with you to enact the necessary Board refreshment and have identified four highly qualified director candidates with relevant sector expertise and strong value creation track records to join Cooper’s Board immediately: Walter Rosebrough, Jr.: Mr. Rosebrough is CEO Emeritus and Senior Advisor of Steris…Joseph Papa: Mr. Papa is the CEO of Emergent BioSolutions…Andrew Pawson: Mr. Pawson is the former President and General Manager of the Global Vision Care Franchise of Alcon…Faraz Athar: Mr. Athar is a Partner of Browning West and plays a leading role in investment research and capital allocation at Browning West.”