(Bloomberg) -- Aerojet Rocketdyne Holdings Inc.’s chief executive officer has offered to end her boardroom battle and resign in exchange for a $48 million compensation package, according to people familiar with the matter.
CEO Eileen Drake submitted the proposal through her lawyers to Aerojet Chairman Warren Lichtenstein to put an end to their proxy fight, the people said, asking not to be identified because the matter is private.
Representatives for Drake and the company didn’t immediately respond to requests for comment. A spokesperson for Lichtenstein declined to comment.
Drake’s proposed settlement includes a five-year consulting agreement to stretch out part of her payment, the people said. Drake is entitled to a payment of just under $25 million if there is a change of control at the company, according to a regulatory filing.
Her proposal would reconstitute the board with nine members, including two representatives from Lichtenstein’s Steel Partners Holdings LP. The rest of the board would consist of two of Steel Partners’ nominees, Heidi Wood and Joanne Maguire, as well as existing directors Kevin Chilton and Lance Lord, Drake’s replacement as CEO, and two other yet-to-be named independent directors, the people said.
The reconstituted board would then appoint a new CEO, who could be Mark Tucker, Aerojet’s former chief operating officer and Lichtenstein’s choice to replace Drake, they added.
It’s the latest twist in the tense standoff between Lichtenstein and Drake after Aerojet’s $4.4 billion merger with Lockheed Martin Corp. collapsed. The fight has spilled into public view, with each side issuing statements to discredit the other as they seek shareholder support for control of the company’s board.
Drake and Lichtenstein sued each other in Delaware in the lead-up to the proxy fight. Lichtenstein allegedly demanded the CEO look for alternate bidders to Lockheed, while Drake was accused of threatening to quit and take her management team with her.
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