Cracker Barrel responds to filing by Sandar Biglari

theflyonthewall.com

Cracker Barrel Old Country Store issued the following statement in response to the filing by Sardar Biglari, Biglari Capital and affiliates seeking to call a special meeting of the cmpany's shareholders. Sardar Biglari has run proxy contests to elect himself to Cracker Barrel’s Board of Directors at each of the company's last three annual meetings. He lost all three, by wide and increasing margins. Shortly before the last annual meeting, Biglari, having threatened to call a special meeting of shareholders right after the annual meeting to vote on a proposal calling on the company to pay a $20 per share special dividend. To avoid the cost and distraction of a special meeting right after the annual meeting, the company voluntarily put Biglari's proposal on the annual meeting ballot. The proposal also lost by a wide margin. It is hard to avoid the conclusion that Biglari is now just engaged in harassment of the company. The company recognizes that Biglari will likely be able to meet the 20% threshold required to call a special meeting as a result of the fact that he controls the vote of 19.9% of the company's common stock. Accordingly, Cracker Barrel’s Board has determined to call a special meeting voluntarily to avoid the added cost and distraction of Biglari's solicitation of the Company’s shareholders for the call of a special meeting.

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