Activist Browning West urges contact lens maker Cooper Cos to refresh board or face proxy fight

Gildan Activewear

19/11/2025 13:00

Browning West wants its four candidates added to Cooper's board

Hints at proxy fight if company refuses to refresh board

Stock price could more than double if better governance employed, investor says

Activist Jana Partners also agitating for change at Cooper

By Svea Herbst-Bayliss

NEW YORK, Nov 19 (Reuters) - Investor Browning West wants Cooper Cos COO.O to add four newcomers to its board to improve the medical device maker's operations and signaled it is ready to run a proxy contest if the company should balk, according to people familiar with the matter and a document seen by Reuters.

After several meetings with management this year, the hedge fund is increasing pressure by proposing three industry executives and one of its partners to join Cooper's board to correct the current board's perceived lack of expertise in vision care, manufacturing, and medical devices, said the sources who are not permitted to discuss the private talks.

"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," Browning West's co-founders Usman Nabi, Peter Lee and Faraz Athar wrote in a letter to the board seen by Reuters.

By implementing their changes, Browning West - which owns roughly 4% of Cooper - believes the contact lens maker, which is trading around $72 per share to give a market value of around $14 billion, could double its stock price in three to four years, the people said.

The stock has traded roughly 28% lower in the last 12 months. Browning West's letter lays the blame for this decline on Cooper's lack of strategic focus, misaligned compensation and inadequate board oversight.

A representative for the company was not immediately available for comment.

Cooper makes contact lenses and vision-care products through its CooperVision segment and provides products and services for women's health and fertility through CooperSurgical. It is the largest contact lens business by number of wearers.

SECOND ACTIVIST TO EMERGE

The public emergence of Browning West as an agitator for change at Cooper marks the second time in four weeks an activist investor has pressed for changes at the company.

But unlike activist Jana Partners, which is urging Cooper to merge its contact lens unit CooperVision with rival Bausch + Lomb, Browning West is taking a different approach, hoping to instigate change from internal modifications.

While advocating an initially measured approach, Browning West also made clear in its letter to the board that it will not tolerate changes being made to the board or management without consultation with it first.

Browning West has a history of replacing board members with and without proxy fights. Last year, it scored a notable victory at Gildan Activewear GIL.TO, when the Canadian activewear maker replaced its entire board with the firm's eight director candidates.

As a first step at Cooper, Browning West wants the addition of industry executives Walter Rosebrough, Joseph Papa and Andrew Pawson as director candidates. Athar, the Browning West partner, is the fourth director candidate and brings an investor perspective to the boardroom, the letter said.

The letter added there is "no strategic or financial logic to operating CooperVision and CooperSurgical under the same corporate structure," hinting that they too would be open to exploring strategic alternatives, including a possible sale.

 (Reporting by Svea Herbst-Bayliss; Editing by David French and Lisa Shumaker)

 ((svea.herbst@thomsonreuters.com; +617 233 2138; Reuters Messaging: svea.herbst.thomsonreuters.com@reuters.net/))