ESSENCE RELEASES STATEMENT REGARDING FINAL INDEPENDENT REVIEW

ESSENCE RELEASES STATEMENT REGARDING FINAL INDEPENDENT REVIEW

This statement serves as a second and final update regarding two comprehensive and independent reviews launched by ESSENCE following anonymous accusations leveled in a June 28th blog post against the company, its ownership and executive leadership. ESSENCE engaged the law firms Proskauer Rose and Morgan Lewis to investigate claims of sexual harassment and other workplace culture issues, respectively. ESSENCE’s Interim CEO, Caroline Wanga, oversaw the full independent review process.

ESSENCE publicly released the executive summary of the Proskauer investigation regarding sexual harassment on August 17, which concluded that (1) all claims were “not substantiated”; (2) there were no suggestions or allegations of any sexual harassment by owner and chair Richelieu Dennis from witnesses in any of the interviews; (3) the facts provided by witnesses “contradicted the claims raised” by the allegations; and (4) the investigators did not “receive any information, factual or otherwise through the course of this Review that substantiates” the sexual harassment allegations. The identities of all interviewees remain confidential. Notably, the anonymous group that made the claims did not respond to the investigators’ request to share information regarding their allegations. (To access this report, visit – https://www.essence.com/business/third-party-investigation-findings-harassment-allegations/)

Today, we are sharing the review process and findings provided by Morgan Lewis, led and

managed by partners Grace E. Speights and Jocelyn R. Cuttino. The six-week investigation

addressed the anonymous allegations made with respect to four executives and the workplace culture. Morgan Lewis conducted interviews with current and former ESSENCE employees, freelancers, leaders, and contractors about their experiences at the company and any information relevant to the investigation, while maintaining confidentiality with respect to their identities. Morgan Lewis also reached out to the anonymous group responsible for the allegations, but received no response. Morgan Lewis’ independent investigation findings regarding workplace culture at ESSENCE

include:

• Re: Chair of Essence Ventures (parent company of ESSENCE Communications, Inc.)

Richelieu Dennis:

“After a thorough review of the documents and information collected in our interviews, our

investigation did not substantiate BFA’s claims that Mr. Dennis bought the silence of employees, appointed his wife to head HR in order to curb employee complaints, or tried to force employees to sign NDAs after a string of layoffs and ‘potentially libelous business activity.’” In fact, “no witness revealed any instance of feeling silenced directly or indirectly by Mr. Dennis;” there was “no evidence to suggest that Ms. Dennis was appointed to lead HR or that she ever led HR,” rather “evidence revealed that Ms. Dennis assisted with HR matters on an interim basis during the transition of Essence’s HR resources and that there were HR resources available who are not related to Mr. Dennis;” and lastly, “no witness reported feeling forced to sign an NDA, nor did any witness provide any example of ‘libelous business activity.’” Further, the investigators reviewed ESSENCE’s NDA and found that “Contrary to the claims, the NDA is limited and does not restrict employees from making complaints or claims of any kind.”

• Re: Board member and former Chief Executive Officer Michelle Ebanks:

“We did not find any evidence to support the assertions that Ms. Ebanks bullied employees, laid off employees based on maternity leave, or overlooked qualified Black candidates for

promotion.” Investigators substantiated that they “did not receive any examples of conduct that might be considered bullying.” Evidence indicated that while one employee’s “position was eliminated following maternity leave,” multiple witnesses confirmed that the position “was going to be eliminated regardless of the employee’s leave.” Essence stands by its equal employment opportunity policy and any employee separated from employment was separated for reasons unrelated to taking leave. Additional findings indicate that during Ebanks’ tenure, at least two employees were promoted while they were on maternity leave. No information was found to support the claim that Ebanks prevented qualified Black women from advancing.

• Re: former Chief Operating Officer Joy Collins Profet:

“We did not discover any facts to suggest that Ms. Profet’s leadership and handling of HR

functions created ‘operational vulnerabilities,’ as alleged in the post. It appears that Ms. Profet handled some HR functions for only a short time while transitioning from Time Inc. and then hired dedicated HR professionals.” Profet notified Essence in April, prior to the anonymous allegations, of her intent to pursue another opportunity, effective July 15.

• Re: Chief Content and Creative Officer MoAna Luu:

“Our investigation did not find that Ms. Luu treated anyone differently based on any protected category or retaliated against anyone for engaging in legally protected activities.” The investigation found that “several witnesses reported hearing her make insensitive comments.”

The investigation also found “that some employees working under her feel her management

style is intimidating and brash.” Ms. Luu is “adamant that it is not her intent to bully anyone.”

Further, regarding the claim that Ms. Luu and Mr. Dennis had a personal relationship, the

investigation found that “there is no evidence that they had a personal relationship or that they even knew each other before Ms. Luu joined ESSENCE.”

• Re: Additional Claims of an Unhealthy Work Culture:

“As to pay inequity, we did not receive any concrete examples of alleged pay inequity, and for the few employees who felt they were unfairly paid, we reviewed salary information and market data and we were not able to substantiate these claims.”

“With respect to colorism and classism, we did not receive any reports of colorism or classism in our interviews, and we were unable to substantiate these claims.”

The investigation “did not find any evidence of conduct that would amount to unlawful

discrimination, harassment, or retaliation.” However, it substantiated “a widely shared sentiment that employees feel overworked and unappreciated” – largely due to how they feel about work pressure, work-life balance, recognition, performance management and transparency regarding compensation and advancement. The review acknowledged that “Many of the issues that employees feel contribute to the work culture existed under Time Inc.’s ownership, before Essence was acquired” in 2018.

The independent reviews regarding the anonymous allegations are now complete. ESSENCE underscores the seriousness of matters impacting the safety of our employees and fostering a respectful workspace. Additional investigation findings substantiated that “Essence had already begun to take these steps by hiring Ms. Wanga before the allegations were raised, and commissioning a workplace culture review by a third-party consulting firm, Center for Workforce Excellence, and updated company policies.” Further, based on Morgan Lewis’ workplace findings and recommendations, ESSENCE will continue its focus on improving workplace culture including considering structural and operational changes; employee and management training; creating more avenues for reporting HR-related concerns, such as adopting an anonymous reporting option; and providing clearer expectations regarding job responsibilities.

In addition, third-party consultant Center for Workforce Excellence has completed its separate independent review of the state of the organization’s culture, including the facilitation of listening sessions with current ESSENCE employees. Sixty-six percent of employees registered for the sessions, with a 98% attendance rate. The assessment and subsequent recommendations from the Center for Workforce Excellence focused on organizational culture, leadership and accountability; belonging and respect; and performance management and career advancement and will be incorporated in the path forward for ESSENCE, including the creation of a coaching structure, establishment of reward and recognition systems and implementation of processes that build accountability at every level. As ESSENCE moves forward to build a best-in-class culture and organization of the future, we will partner with our teams to shape the workstreams via a three-phase approach: (1) Communication & Commitment, (2) Co-Create & Collaborate

and (3) Cultivate & Celebrate.

Moving forward, Dennis will continue in his capacity as owner and chair of ESSENCE, guiding the vision for the company’s growth and supporting the executive team and Wanga – who will continue in the Interim CEO role for the immediate future – in their transformation efforts. Ebanks shall remain on the Essence Ventures board and provide guidance based on her years of experience and historical knowledge of the legacy ESSENCE brand.

Wanga stated, “From the outset of these anonymous claims, ESSENCE has maintained our commitment to an independent process and transparency. We are grateful that the review process has concluded, and that as a result, there are independent investigation findings to provide facts and clarity regarding false and egregious allegations, as well as specific recommendations to help guide us to improve workplace culture.”

She continued, “With the conclusion of the reviews, we are now fully focused on renewed efforts to successfully drive the organization forward as we also navigate and address the unforeseeable and mounting losses brought on by the COVID-19 pandemic and the impact of this time. We are facing devastating headwinds that have negatively impacted current and projected client commitments and our business, and we must now begin that rebuilding process as well. With our forward strategy, ESSENCE will accelerate the culture and infrastructure work we began two years ago on our journey to transform this 50-year old business into a more efficient and impactful one. This includes an even deeper commitment to advancing our global mission of advocating for, investing in, elevating and celebrating Black women and communities via a supportive internal culture, strong external partnerships, compelling content, innovative experiences and purpose-driven resources. It will not be easy, but we carry forward the resiliency that has always sustained this brand and our community, and together, in purpose and service, we will continue to rise.”