Approximately 70% of Shares Voted Cast for Company Slate, Including
More Than 90% of Shares Voted By Shareholders Other Than Affiliates of
Biglari Holdings
Advisory Proposal for a $20 per Share Special Dividend Rejected By an
Overwhelming Margin
LEBANON, Tenn.--(BUSINESS WIRE)--
Cracker Barrel Old Country Store, Inc. ("Cracker Barrel" or the
"Company") (Nasdaq:CBRL) announced today the preliminary results,
provided by the Company's proxy solicitor, of its Annual Meeting of
Shareholders. The preliminary results indicate shareholders:
-
elected by an overwhelming margin all of the Company's nominees to the
Board of Directors, once again rejecting both Sardar Biglari and Phil
Cooley as directors; and
-
rejected by an overwhelming margin the non-binding, advisory proposal
on a $20 per share special dividend, which was publicly proposed by
affiliates of Biglari Holdings.
Preliminary results indicate that approximately 70% of the shares voted
were cast in favor of Jim Bradford and Richard Dobkin, the Company's
nominees contested by Biglari, including more than 90% of the shares
voted by shareholders other than affiliates of Biglari Holdings. In
addition, the advisory vote regarding a proposal publicly made by
affiliates of Biglari Holdings requesting that the Board declare a
special cash dividend of $20 per share was rejected by approximately 70%
of the shares voted, including more than 90% of shares voted by
shareholders other than affiliates of Biglari Holdings.
In comments today after the Annual Meeting, Cracker Barrel President and
Chief Executive Officer Sandra B. Cochran said: "We are encouraged by
our shareholders' continued strong support of our Board of Directors and
believe that today's vote reflects their recognition of our continued
progress. During the 2013 fiscal year, we exceeded key financial and
operational objectives, increased our quarterly dividend and saw
significant value creation."
IVS Associates, Inc., the independent inspector of election, will
tabulate and certify the election results, and final results will be
announced when they are certified.
Preliminary results indicate that the following nine directors have been
elected: Thomas H. Barr, James W. Bradford, Sandra B. Cochran, Glenn A.
Davenport, Richard J. Dobkin, Norman E. Johnson, William W. McCarten,
Coleman H. Peterson, and Andrea M. Weiss.
On Proposal 2, preliminary results indicate that the advisory proposal
on executive compensation was approved by a majority of the shares voted.
On Proposal 3, preliminary results indicate that the Audit Committee's
appointment of Deloitte & Touche LLP as the Company's independent
registered public accounting firm for the fiscal year ending August 1,
2014 was ratified by a majority of shares voted.
On Proposal 4, preliminary results indicate that the majority of
shareholders have voted in favor of a shareholder proposal expressing
support for certain animal welfare policies of the Company.
On Proposal 5, preliminary results indicate that the non-binding,
advisory proposal on a $20 per share special dividend, which was
publicly proposed by affiliates of Biglari Holdings, was rejected by a
majority of shares voted.
Cracker Barrel will file with the Securities and Exchange Commission a
Current Report on Form 8-K with the certified results promptly after
they become available.
About Cracker Barrel Old Country Store
Cracker Barrel Old Country Store, Inc. provides a friendly
home-away-from-home in its old country stores and restaurants. Guests
are cared for like family while relaxing and enjoying real home-style
food and shopping that's surprisingly unique, genuinely fun and
reminiscent of America's country heritage…all at a fair price.
Cracker Barrel Old Country Store, Inc. (Nasdaq:CBRL) was established in
1969 in Lebanon, Tenn. and operates 625 company-owned locations in 42
states. For more information, visit crackerbarrel.com.
CBRL-F
For Cracker Barrel Old Country Store, Inc.
Investors:
Lawrence
E. Hyatt, 615-235-4432
or
Media:
Andy Merrill,
212-886-9304
Source: Cracker Barrel Old Country Store, Inc.
News Provided by Acquire Media
