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•	Under the direction of a new CEO, Shelley Broader, Chico’s FAS is successfully executing on its strategic plan to deliver enhanced shareholder value;

•	Within just 180 days of Ms. Broader's appointment, the Company has taken significant actions and is making substantive progress in virtually all areas – leadership, strategy, operations, finance and governance;

•	Barington is misleading Chico’s FAS shareholders about the changes that have been made and the progress underway; and

•	The Chico’s FAS Board of Directors believes Barington has failed to demonstrate any ideas, vision or expertise that would warrant Board representation in place of the Chico’s FAS highly-qualified director nominees.

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In December 2015, following her appointment, Ms. Broader launched a comprehensive review of the Company’s operations. This review affirmed our view that Chico’s FAS has a powerful, industry-leading portfolio of brands that provides a strong platform for profitable growth and value creation. Ms. Broader also determined that there were operating improvement opportunities, and she developed new focus areas for the organization to address these opportunities.

•	In January 2016, Ms. Broader began a search for new leaders who bring skills and expertise to support and accelerate the Company’s progress. As a result of this search, Ms. Broader has made important new hires across the Company, including in real estate and construction, planning and allocation, legal and human resources.

•	In February 2016, Ms. Broader publicly introduced her four new focus areas to help drive better and more consistent growth and performance across our brand portfolio, accelerate our ability to achieve double-digit operating margins, and fortify our brands’ relationships with new and existing customers.

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In April 2016, the Company announced the first of many planned strategic, operating, and financial initiatives as part of Ms. Broader’s new focus areas. In particular, we announced a realignment of the Company’s Marketing and Digital Commerce functions, placing the decision makers directly into the Company's three brands, thereby reducing complexity and resulting in approximately $14 million of expected annualized cost savings.

•	In May 2016, the Company announced three additional initiatives, which together are expected to result in incremental annual cost savings between $50 million and $70 million. By improving our supply chain, non-merchandise procurement and marketing, these initiatives are also expected to fundamentally change and improve our operating model and the cadence in which we go to market.

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In May 2016, the Company announced positive and important changes to the composition of your Board of Directors as a result of a search for new, independent directors that we began in February 2016 with the assistance of Herbert Mines Associates. After a thorough review of the field of candidates, the Chico’s FAS Board unanimously determined that Bonnie Brooks and William “Bill” Simon, together with other members of your Board and new CEO, have the most current and relevant skill sets and experience to support the Company and the actions being taken to improve performance and drive value. With the election of Ms. Brooks and Mr. Simon, four of the Company’s nine directors, or almost half of the Board, will have been new to the Board in the past three years.

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In addition, the Company also recently announced governance enhancements that further exemplify our desire to embrace change as we seek to improve all aspects of our business and organization. As discussed in our proxy materials, the Board is recommending “FOR” a Company-sponsored proposal to declassify the Board over a three-year period, such that the entire Board would stand for election at the 2019 Annual Meeting. We have also adopted a formal policy limiting directors to service on four public company Boards of Directors, in addition to the Chico’s FAS Board.

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•	Janet Grove has executive retail and merchandising experience, but her executive experience is dated by five years, a significant gap in an industry as dynamic as retail. She also lacks recent digital and ecommerce expertise, which are essential components of the Company’s strategy and drivers of success in the current retail environment.

•	Jim Mitarotonda, according to his own proxy materials and website, has served on only one apparel retail company Board, and that company was sold just seven months later for barely a 10% premium. He also lacks digital expertise, and the experience and skills he does offer are already represented by current Chico’s FAS directors and/or Ms. Brooks and Mr. Simon.

•	Shan Atkins withdrew her name and declined to meet with the Company or any of its Board members, despite an invitation to do so.

•	Most of Frank Mori’s retail experience is over ten years old, and he appears to have gained much of his more recent Board experience by serving as a regular Barington representative and director candidate.

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The Deloitte & Touche LLP consulting and accounting firm experience that Noel Spiegel would provide is already well-represented on the Chico’s FAS Board by John J. Mahoney, a former partner at Ernst & Young LLP, who also provides significant retail experience as the former Vice Chair and Chief Financial Officer of Staples, Inc. and current director at Bloomin' Brands, Inc., Michael's Stores and Burlington Stores.

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Shelley Broader, our new CEO and President, brings to Chico’s FAS a remarkable track record that includes more than 25 years of experience leading premier retail businesses. We believe the actions she has taken in just the few months since her appointment demonstrate that she has a keen understanding of how to drive value in a competitive retail environment. We believe Ms. Broader’s service on the Board is critical to the continued successful execution of our new strategic plan.

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Bonnie Brooks, as detailed in materials previously sent to you, brings substantial retail, merchandising, and turnaround skills from some of the world’s leading retailers. She is currently the Vice Chairman of Hudson’s Bay Company and has more than 30 years of global executive leadership experience in retail and merchandising, including having led three major international department store turnarounds, including at Hudson’s Bay Company and the Lane Crawford Group in Asia. The Lane Crawford Group is one of the world’s leading fashion specialty department stores and one of the largest distributors of American and European contemporary and luxury brands in Asia. In her most recent executive role as Chief Executive Officer and President of Hudson's Bay department stores, the Company’s digital platform was completely overhauled resulting in an entirely new ecommerce site and digital marketing capability. Digital marketing and ecommerce have been major elements of her formula for success and turnaround work over the past decade.

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Janice Fields is one of the Company’s newest independent directors, having joined the Board in 2013. As Chair of the Board’s Corporate Governance and Nominating Committee since 2013, she has made important contributions to Chico’s FAS, in the areas of driving Board refreshment, including identifying our two new independent director nominees, overseeing the succession planning and executive search process that resulted in Ms. Broader’s appointment, and implementing numerous corporate governance enhancements, such as those recently announced as well as the rotation of the Company’s independent Chair role.

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Bill Simon, as detailed in materials previously sent to you, brings substantial cost efficiency and supply chain expertise. As the former President and Chief Executive Officer of Walmart U.S., he is a seasoned executive with a proven track record leading large, complex global retailers with best-in-class cost structures and premier consumer brands. Mr. Simon’s vision and execution placed Walmart on a path to future growth with the expansion of small format stores and the integration of the digital and physical retail experience.

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