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May 30, 2014
14:03 EDTBOBEBob Evans confirms good faith request to meet Sandell nominees
Bob Evans Farms confirmed that it has reached out to the director nominees proposed by Sandell Asset Management, seeking to interview them in a good faith effort to consider their candidacies, as the company committed to do when Sandell first proposed them. The company said, "Contrary to the assertions by Mr. Sandell in his press release this morning, Bob Evans offered to settle the pending proxy fight in January, by offering Mr. Sandell the opportunity to consult with the Board in the identification and selection of new independent directors to be added to the Board. Mr. Sandell rejected that offer. Furthermore, since last July, the Company has repeatedly spoken with and sought to engage Mr. Sandell in a constructive dialogue. He and his staff have spoken at length with Bob Evans' CEO, Steven Davis, and other members of the senior management team, as well as with the Board's lead independent director, Michael Gasser, and the Board's independent financial advisors, Lazard...It is perplexing that Mr. Sandell would ignore these repeated efforts and the good faith attempt to consider his nominees, especially when each of his nominees has already consented to being named in Bob Evans' own proxy statement as a nominee and to serve as a director if elected. Interviewing them to consider their candidacies is a standard good governance practice, and the Bob Evans Board remains open to pursuing this process in an effort to avoid a wasteful and divisive proxy contest."
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