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July 7, 2014
20:01 EDTBOBEBob Evans 'corrects' Sandell Asset Management statement
Bob Evans Farms made the following statement with respect to settlement discussions with Sandell Asset Management Corp. and its affiliates. "Sandell today chose to issue a press release omitting details of both Sandell's and the company's actual proposals to settle the proxy contest, which was initiated by Sandell," said Bob Evans CEO Steven A. Davis. "Sandell did not disclose that its latest proposal would have required, among other things, that two-thirds of the board and its entire finance committee be comprised of either new directors or directors with only recent experience with the company's business operations, strategy and customers. Under Sandell's, proposal, only two of the board's eleven independent directors would have had more than three years of experience with the company. Additionally, Sandell demanded that the company reimburse up to $2M of Sandell's expenses." The board does not believe the Sandell proposal is in the best interests of all stockholders. Moreover, contrary to what Sandell says, the board has continued to try to reach a constructive resolution to avoid a costly and divisive proxy contest. Rather than responding in good faith to the board's latest proposal, Sandell simply issued a press release more telling in its omissions than its facts.
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