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Abercrombie shareholder wants CEO replaced or company sold

By Aditi Shrivastava and Maria Ajit Thomas

(Reuters) - An Abercrombie & Fitch Co shareholder urged the teen apparel retailer to replace Chief Executive Mike Jeffries after his contract expires in February, failing which the company should consider selling itself.

Engaged Capital LLC, which owns less than 1 percent of the company's shares, said in a letter to the board on Tuesday that the expiration of Jeffries' term is an opportunity for the board to set a new direction for the company. (http://link.reuters.com/xek25v)

Engaged Capital, a young activist investment firm led by former Relational Investors Managing Director Glenn Welling, said a sale of the company to a private equity buyer may represent the best option for shareholders.

"However, as we have learned through discussions with industry insiders and private equity firms, Mr. Jeffries' presence represents a major stumbling block to a transaction," the activist investment firm said in the letter.

Abercrombie's shares, which have lost about 30 percent of their value this year, were up 5.6 percent to $35.95 in early afternoon trading.

Analysts have raised concerns about the company's ability to revitalize its merchandise, citing management's focus on cost-cutting, marketing and distribution instead of product and design.

"A little fresh blood would definitely benefit the company," Morningstar Inc analyst Bridget Weishaar told Reuters.

However, she said the board has been very supportive of Jeffries. "So, I'd be highly doubtful if this letter changes anything."

Engaged Capital said there appeared to be no qualified successor within the company to replace 69-year-old Jeffries, who has been CEO for 16 years.

His contract includes a clause that he would receive over $100 million if the company changes control. Jeffries owned about 1.3 percent of Abercrombie's shares as of July 30.

FALLING SALES

Abercrombie said it valued input from shareholders and has had extensive talks with many of them, including Engaged Capital, over the past several months.

"We look forward to continuing our dialogue with shareholders as we execute on our long-term plan," the company said in a statement emailed to Reuters.

Engaged Capital said it owned about 400,000 shares of Abercrombie. The company has about 76.40 million shares outstanding, according to Thomson Reuters Data.

Jeffries made headlines in 2006 when he said A&F's clothes were made for "cool" and "attractive" kids and not for "fat" people. The company, which does not offers sizes for women above large, said last month it would expand sizes, colors and fits for all styles by the spring to attract more customers.

Abercrombie and rivals Aeropostale Inc and American Eagle Outfitters Inc have been hit as young shoppers shift to "fast fashion" chains such as Inditex's Zara and privately owned Forever 21, which offer more fashionable clothing at cheaper prices.

Abercrombie warned last month that it expected a tough holiday shopping season.

The company posted a loss in the third quarter after comparable-store sales fell for the seventh straight quarter.

(Editing by Saumyadeb Chakrabarty)

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