News Column

Darden's board of directors faces possible ouster

May 22, 2014

By Sandra Pedicini, Orlando Sentinel

May 22--Starboard Value plans to try to oust Darden Restaurants' entire board of directors, it said Thursday morning.

The hedge fund investor is putting up its own slate of nominees for the 12-member board. This follows Darden's announcement last week it has reached a deal to sell Red Lobster to private equity firm Golden Gate Capital. Starboard has been trying to halt the deal.

Shareholders would vote on the board of directors at the company's next annual meeting. Those meetings are usually held in September.

The nominees include Brad Blum, a former Olive Garden president now working as an adviser to Starboard. They also include Starboard's chief executive officer Jeff Smith, and former Brinker International executive Chuck Sonsteby, now chief financial officer at Michaels.

Darden said in a statement its directors and management team "are focused on creating value for all Darden shareholders, and we are confident in the actions we are taking to deliver on this responsibility. The Darden Board of Directors and the Board's Nominating and Corporate Governance Committee will consider the Starboard nominations in due course."

Darden also said Starboard's criticism about the Red Lobster sale is "based on incorrect and unrealistic analysis, which results in misleading conclusions regarding the value associated with the sale of the Red Lobster business."

Starboard is also nominating:

--Betsy Atkins, who co-founded Ascend Communications.

--Margaret Shan Atkins, who has served on the board of Tim Horton's since 2007.

--Jean Birch, former president of IHOP Restaurants.

--Peter Feld, a managing member at Starboard Value.

--James Fogarty, chief executive officer and director of Orchard Brands.

--Cynthia Jamison, who mostly recently has been chairman of the board of Tractor Supply Co.

--William Lenehan, who works in the real estate industry.

--Lionel Nowell, who was senior vice president of PepsiCo for eight years.

--Alan Stillman, who created the TGI Friday's concept.


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Source: Orlando Sentinel (FL)

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