As was the case three years ago, Sardar Biglari isn't the only Cracker Barrel shareholder who doesn't like Cracker Barrel Old Country Store's shareholder rights plan, more commonly known as a poison pill. But, as was also the case in 2012, the restaurant and retail company's plan passed very comfortably last week, garnering 11.8 million 'for' share votes versus 6.2 million shares opposed. That means investors controlling almost 1.5 million shares — some 6 percent of Cracker Barrel's total stock outstanding — aren't thrilled with the outcome.
Shareholders of Cracker Barrel Old Country Store have voted to extend the poison pill adopted by the company's board this spring all the way to 2018. The mechanism is designed to deter activist Sardar Biglari, who in turn says he's not interested in growing his stake in the company.
The company is promising exact vote numbers soon but it's likely the decision was pretty clear: Biglari's initiatives have been losing support in recent years.
Investment firm Luther King Capital Management has in the past two months spent more than $900,000 to build its stake in medical instrument maker Symmetry Surgical to 8.6 percent. Most of the purchases have taken place in the past five weeks and cemented the Texas firm's spot as the third-largest investor in Antioch-based Symmetry Surgical, which went public a year ago when it was spun out from an Indiana company.
Shares of Symmetry Surgical (Ticker: SSRG) were up slightly to $8.83 Wednesday afternoon. So far this year, they're up about 15 percent but they've traded between $8 and $9 since May.
Community Health Systems Chairman and CEO Wayne Smith is looking to send investors a message. Days after his team warned that third-quarter profits would be well below analysts' expectations — and the market lopped more than $1.5 billion off the company's market cap — Smith (pictured) on Monday spent more than $900,000 to exercise a batch of stock options that would have expired in 2019 and then held on to the resulting shares. The move took the 69-year-old's total direct and indirect holdings of Franklin-based CHS (Ticker: CYH) to nearly 1.8 million shares.
Smith's big option exercise came after his largest investor, hedge fund Glenview Capital, on Friday said it had trimmed its CHS stake by about 2 percent — for proceeds of nearly $8 million — the day before, when CHS plummeted by more than 30 percent. An interesting side note to that filing: Glenview on Thursday spent nearly $15 million to add to its holdings in Tenet Healthcare as that company, too, gave up a lot of ground.
Sardar Biglari wasn't going to let slide by the recent swipe at him by the board of Cracker Barrel Old Country Store, which is seeking shareholder approval to extend a poison pill plan designed to stop Biglari from growing his stake in the restaurant and retail company. In a response filed with the Securities and Exchange Commission last week, Biglari says he hasn't talked to anyone at Cracker Barrel for 18 months and points out there are 164 million reasons for him not to add to his stake in the Lebanon-based company.
The multi-year governance and strategy spat between Cracker Barrel Old Country Store and investor Sardar Biglari may have gone a little quiet in recent months, but that doesn't mean the board of the restaurant and retail company is letting down its guard.
After renewing its poison pill plan this spring, the board is now asking investors to extend the shareholder rights plan through the spring of 2018, saying Biglari "remains a threat." The Texas-based investor and leader of Steak 'n Shake and other restaurant brands still controls nearly 20 percent of Lebanon-based Cracker Barrel.
Read Cochran's letter and see the company's presentation — trumpeting its recent track record, defending the poison pill and firing more governance shots at Biglari — in full here. Shareholders will vote at the company's annual meeting next month.
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