Bob Evans Farms Inc. announcement late Thursday that it will consider a significant monetization of its real estate, including a possible sale-leaseback of up to 60% of its roughly 500 restaurants, was an eleventh-hour move to stave off a change of control proxy contest, reports Ron Orol, a senior editor at The Deal who focuses on activism. The restaurant chain and food processor, on the eve of a Friday deadline to nominate dissident director candidates, said that its board has approved the company’s plan to pursue a strategic transaction for 30% to 60% of its restaurant real estate, and it would take the form of a sale-lease back or tax-free Real Estate Investment Trust spinoff. The company has been in the crosshairs of Thomas Sandell of Sandell Asset Management for over a year and the activist fund manager, according to people familiar with the situation, had been considering nominating a second slate of dissident director candidates for Bob Evans’ board. A person familiar with the situation said Thursday that Sandell isn’t planning to launch a proxy contest for the 2015 annual meeting in light of the announcement. Sandell already had success getting a slate of four dissident directors installed on Bob Evans’ board in September, though he fell short of getting all eight of his nominees on the 11-person board.
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