ContractVersion Cooperation Agreement • May 5th, 2020 • Delaware
EX-99.1 2 exhibit991cooperationagree.htm EXHIBIT 99.1 Exhibit 99.1 Execution Version COOPERATION AGREEMENT This COOPERATION AGREEMENT, dated as of June 28, 2019 (this “Agreement”), is made and entered into by and among CSS INDUSTRIES, INC., a Delaware corporation (the “Company”), VARANA CAPITAL, LLC, a Delaware limited liability company, and each of the other persons and entities listed on Exhibit A hereto (each such entity and person listed on Exhibit A being individually referred to as an “Investor” and collectively as the “Investor Group”). WHEREAS, the Company and representatives of the Investor Group have engaged in discussions regarding various matters concerning the Company, including matters concerning the Board of Directors of the Company (the “Board”) and the Company’s on-going business restructuring; WHEREAS, the Investor Group previously submitted a notice of nominations to the Company on April 25, 2019, as supplemented on May 1, 2019 (including any attachments and suppleme
