Healthways, North Tide strike a deal

Ex-Caremark CEO out of the picture as three directors agree to step down; new committee to review strategies
Jun 3, 2014 7:19 AM

Healthways board challenger: 'This is clearly a turnaround situation'

North Tide Capital, the hedge fund taking aim at the Healthways board of directors, has updated its presentation to investors. The new version is beefed up with more questions about the company's investments in (and revenues from) initiatives such as MeYou Health, the Dean Ornish lifestyle management program and the Blue Zones partnership with Gallup. The new presentation — view it here and compare it to the old one here — strikes a tone that is softer at times but as strident as before in other places, especially in terms of the Healthways board's unconditional backing of CEO Ben Leedle and his strategies.

Some items that caught our eye:

• Addressing the company's insistence that its Silver Sneakers senior fitness program is a way to leverage costs across the company, North Tide manager Conan Laughlin says "Silver Sneakers funds a giant, money-losing science experiment."

• Tipping his hat to the board for disclosing that Healthways' international business posted a 2013 EBITDA of $3 million, Laughlin then turns around to say that means "the non-Silver Sneakers business loses more money than we had thought."

• North Tide quotes a note from Dougherty & Co. analyst Brooks O'Neil that thinks out loud about director candidate Mac Crawford becoming not just executive chairman if elected, but also filling the CEO seat now held by Leedle.

Jun 2, 2014 7:12 AM

Capella co-founder out

Former president, vice chair no longer employed by Franklin company
May 27, 2014 1:30 PM

2nd Generation CEO named to hospice equipment company board

Collins one of five added at venture wrapping up Chapter 11 case
May 19, 2014 11:56 AM

Pension fund wants Kirkland's director vote changes

Company resisting push to go to majority system
May 12, 2014 10:18 AM

Healthways' full North Tide defense

The board and management of Healthways have responded at length to the proxy challenge mounted by North Tide Capital hedge fund manager Conan Laughlin, who wants big changes at the company and is pushing for four board seats at its upcoming shareholders' meeting. Healthways leaders say Laughlin's ideas to spin out SilverSneakers and shut down international operations suggest he doesn't truly understand the company's business. Also among the components is a defense of the vision of CEO Ben Leedle, whom Laughlin wants to boot out, and letters of support from two big customers.

Healthways investors will vote June 24 on the North Tide proposals. The company's shares (Ticker: HWAY) closed Wednesday trading at $17.88 and have risen 16 percent so far this year.


May 8, 2014 7:30 AM

Biglari's slipping support in detail

Sardar Biglari's quest to change the strategic direction of Cracker Barrel Old Country Store is turning into a case study of diminishing returns. At the recent special shareholders' meeting called by the 20 percent investor, his push to have the board consider "immediately pursue all potential extraordinary transactions" received barely a million votes from shareholders not named Biglari.

Here's how the votes have trended over the past three and a half years:

December 2011 board seat – 6.6 million total and 4.3 million without Biglari stake
November 2012 board seat – 5.6 million total and 1.5 million
November 2013 board seat – 5.9 million total and 1.2 million
April 2014 sale motion – 5.8 million total and 1.0 million

May 1, 2014 6:43 AM

Cracker Barrel investors again deny Biglari push

Special vote on possible sale in line with past tallies
Apr 23, 2014 11:57 AM

Healthways board responds to North Tide criticism, ideas

Directors: Post-transformation, company 'ideally poised to achieve sustainable, profitable growth'
Apr 15, 2014 7:03 AM

Proxy advisors side with Cracker Barrel

Biglari push to sell chain called 'unnecessarily prescriptive, impractical and counterproductive'
Apr 14, 2014 2:42 PM