Shutterfly, Inc. (NASDAQ:SFLY), the leading retailer and
manufacturing platform dedicated to helping capture, preserve, and
share life’s important moments, today announced the appointment
of Ryan O’Hara as President and Chief Executive Officer,
effective June 24, 2019. When Ryan joins the company, he will
simultaneously be appointed to serve as a director on the
Shutterfly Board of Directors.
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Ryan is a seasoned executive with experience across a range of
industries. He joins Shutterfly from Move Inc./Realtor.com where he
led a successful turnaround of the business over more than four
years as Chief Executive Officer, more than doubling traffic,
conversion and revenue, while driving value creation. In his time
with the company, he built a new senior management team,
turbo-charged marketing through brand investment and multi-channel
execution and drove digital product innovation across all platforms
with a specific emphasis on mobile, all while growing businesses
organically from the core.
Prior to Move Inc., Ryan served as President of Content,
Distribution and Sales for The Madison Square Garden Company.
During his tenure, he helped maximize growth and position a
restructuring of the business. In addition, he led the national
cable TV business and partner marketing and advertising sales,
while developing and implementing an overall strategic vision to
maximize the company’s technological capabilities.
Ryan also served as the CEO of The Topps Company, reinvigorating
a portfolio of assets, driving international growth, and
transforming the digital business through aggressive investment.
Previously, he served as a top leader at Gemstar-TV Guide,
successfully building and selling the company. He has also served
in leadership positions across media companies including BSkyB and
Fox Cable Networks, was a management consultant with PWC, and began
his career in brand management for Nestle.
“We are thrilled to welcome Ryan to Shutterfly,” said William
Lansing, Chairman of the Shutterfly Board of Directors. “Following
the acquisition of Lifetouch last year, Shutterfly is poised to
continue to deliver growth in all three divisions and achieve the
opportunities afforded to us through the ongoing integration of
Lifetouch. Ryan has a proven track record of driving transformation
through profitable growth by building high performing teams,
driving portfolio business transformation and invigorating
brands.”
“In the search process, we were particularly drawn to Ryan’s
accomplishments in both the digital and manufacturing space, both
of which are key priorities for the continued growth of the
Shutterfly business,” continued Lansing. “While at the helm of
Topps, specifically, he amplified brand relevance while
transforming the digital business and driving technology, design
time compression and efficiency into expanded manufacturing
capabilities. Additionally, Ryan has demonstrated a consistent
ability to attract and engage talent and build teams.”
Ryan was a member of the public board of directors of REA Group,
which owns and operates a number of leading property portals
throughout 12 countries in Asia. He earned a Bachelor of Arts in
Economics from Stanford University, and a Master of Business
Administration from Harvard Business School.
“I couldn’t be more excited to join Shutterfly’s mission to help
capture, preserve and share life’s important memories,” said
O’Hara. “With a unique consumer value proposition and strong brand
identity across both Lifetouch and Shutterfly, combined with
world-class manufacturing capabilities and technological
innovation, I’m thrilled to join this team and help drive the next
chapter of growth.”
Current Shutterfly President and CEO Christopher North announced
in February that he would be leaving Shutterfly at the end of
August to return to the United Kingdom with his family. He has
continued to lead the business during this interim period and will
support Ryan in the transition of his responsibilities over the
coming weeks.
“On behalf of the Board, I want to thank Chris for his
leadership of the Company and accomplishments since joining in
2016,” said Lansing. “Under his leadership, Shutterfly has
restructured some operations, developed the industry-leading mobile
app, and completed the transformational Lifetouch acquisition.
Chris and the Shutterfly team have laid the groundwork for
significant future value creation, setting up Shutterfly for a
bright future.”
In a separate press release issued today, Shutterfly announced
that it has entered into a definitive merger agreement with
affiliates of certain investment funds managed by affiliates
of Apollo Global Management, LLC (together with its
consolidated subsidiaries, "Apollo") (NYSE:APO), a leading global
alternative investment manager. Under the agreement, Apollo
will acquire Shutterfly for $51.00 per share in cash, representing
a total enterprise value of approximately $2.7 billion.
About Shutterfly, Inc.Shutterfly, Inc. is a
leading retailer and manufacturing platform for personalized
products and communications. Founded in 1999, Shutterfly,
Inc. has three divisions: Shutterfly Consumer, Lifetouch,
and Shutterfly Business Solutions. Shutterfly Consumer
and Lifetouch help consumers capture, preserve, and share life’s
important moments through professional and personal photography,
and personalized products. The Shutterfly brand brings photos to
life in photo books, gifts, home décor, and cards and stationery.
Lifetouch is the national leader in school photography, built on
the enduring tradition of “Picture Day,” and also serves families
through portrait studios and other partnerships. Additionally,
Shutterfly Business Solutions delivers digital printing services
that enable efficient and effective customer engagement through
personalized communications. For more information
about Shutterfly, Inc.(SFLY),
visit www.shutterflyinc.com.
Notice Regarding Forward-Looking StatementsThis press
release contains “forward-looking” statements within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section
21E of the Securities Exchange Act of 1934, as amended, that
involve risks and uncertainties. These forward-looking statements
include the Company being poised to continue to deliver
shareholder value through growth in all three divisions,
substantial cost and revenue synergies from the Lifetouch
integration, and the expected timing of, and the ability of Apollo
and the Company to complete, the proposed acquisition of the
Company considering the various conditions to the transaction, some
of which are outside the parties’ control, including those
conditions related to regulatory approvals. You can identify these
statements by the use of terminology such as “guidance”, “believe”,
“expect”, “will”, “should”, “could”, “estimate”, “anticipate” or
similar forward-looking terms. You should not rely on these
forward-looking statements as they involve risks and uncertainties
that may cause actual results to vary materially from the
forward-looking statements. Factors that might contribute to such
differences include, among others, decreased spending as a
result of general economic conditions; consumer acceptance of the
Company’s products and services; the Company’s ability to develop
innovative, new products and services on a timely and
cost-effective basis; the Company’s ability to expand its customer
base and increase sales to existing customers; the Company’s
ability to meet production requirements, the failure to satisfy any
of the conditions to the consummation of the proposed acquisition
of the Company, including the approval of the merger agreement by
the Company’s stockholders and the receipt of certain governmental
and regulatory approvals; the occurrence of any event, change or
other circumstance that could give rise to the termination of the
merger agreement, the effect of the announcement or pendency of the
proposed transaction on the Company’s business relationships,
operating results and business generally and general economic
conditions and changes in laws and regulations. For more
information regarding the risks and uncertainties that could cause
actual results to differ materially from those expressed or implied
in these forward-looking statements, as well as risks relating to
the Company's business in general, the Company refers you to the
“Risk Factors” section of its SEC filings, including the Company's
most recent Form 10-K and 10-Q, which are available on the SEC’s
website at www.sec.gov. These forward-looking statements are based
on current expectations and the Company assumes no obligation to
update this information.
Additional Information and Where to Find It
In connection with the proposed acquisition of Shutterfly by
Apollo, Shutterfly will file relevant materials with the SEC,
including a preliminary and definitive proxy statement. Promptly
after filing the definitive proxy statement, Shutterfly will mail
the definitive proxy statement and a proxy card to the stockholders
of Shutterfly. SHUTTERFLY STOCKHOLDERS ARE URGED TO READ THE
DEFINITIVE PROXY STATEMENT (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS
THERETO) CAREFULLY WHEN IT BECOMES AVAILABLE BEFORE MAKING ANY
VOTING OR INVESTMENT DECISION WITH RESPECT TO THE PROPOSED
TRANSACTION BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION ABOUT THE
PROPOSED TRANSACTION AND THE PARTIES TO THE PROPOSED TRANSACTION.
Stockholders of Shutterfly will be able to obtain a free copy of
these documents, when they become available, at the website
maintained by the SEC at www.sec.gov or free of charge at
www.shutterflyinc.com.
Additionally, Shutterfly will file other relevant materials in
connection with the proposed acquisition of Shutterfly by Apollo
pursuant to the terms of the definitive merger agreement by and
among affiliates of certain investment funds managed by affiliates
of Apollo and Shutterfly. Shutterfly and its directors, executive
officers and other members of its management and employees, under
SEC rules, may be deemed to be participants in the solicitation of
proxies of Shutterfly stockholders in connection with the proposed
transaction. Information concerning the interests of Shutterfly’s
participants in the solicitation, which may, in some cases, be
different than those of Shutterfly’s stockholders generally, are
available in Shutterfly’s proxy statement for its 2019 annual
meeting of stockholders, which was filed with the SEC on April 8,
2019. To the extent holdings of securities by Shutterfly’s
directors or executive officers have changed since the amounts
disclosed in its proxy statement, such changes have been or will be
reflected on Statements of Change in Ownership on Form 4 filed with
the SEC. Additional information regarding these persons and their
interests in the proposed transaction will be set forth in the
definitive proxy statement relating to the proposed transaction
when it becomes available. These documents are available free of
charge at the SEC’s web site at www.sec.gov or by going to
Shutterfly’s website at www.shutterflyinc.com.
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version on businesswire.com: https://www.businesswire.com/news/home/20190610005750/en/
Shutterfly, Inc.InvestorsShawn Tabak,
650-610-6026stabak@shutterfly.comorMediaSondra Harding,
650-610-5129sharding@shutterfly.com
Shutterfly (NASDAQ:SFLY)
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