UPDATE: 'Day of the Dissidents' Dawns at The Pantry
Shareholders vote out Holman, two others to make room for new slate on board of directors
UPDATE: In a press statement following the meeting in Raleigh, James Pappas of JCP Investment Management and Jeff Eberwein of Lone Star Value Management, which make up the majority of Concerned Pantry Shareholders (CPS), said, "We appreciate the overwhelming support from Pantry' shareholders for all three of our nominees. We fully understand the mandate to work with the board and management to enhance value for the benefit of all shareholders. We have already begun planning with management, and the new board and are excited to work hard to improve the performance and fundamental value of Pantry."
RALEIGH, N.C. -- In an outcome that industry observers expect will send a message to leaders at The Pantry Inc., shareholders at the convenience store chain's annual meeting in Raleigh, N.C., today elected three new people to the retailer's board of directors, overwhelmingly accepting the slate put forward by "dissident" investment group Concerned Pantry Shareholders (CPS).
In a surprising turn, as reported in a 21st Century Smoke/CSP Daily News Flash, shareholders voted out longtime chairman Edwin J. Holman, along with incumbents Thomas M. Murnane and Robert F. Bernstock.
The CPS slate elected to the board includes Todd E. Diener, James C.Papas and Joshua E. Schechter.
The other elected directors are Thomas W. Dickson, Wifred A. Finnegan, Kathleen R. Guion, Dennis G. Hatchell, Terry L. McElroy and Mark D. Miles.
The vote follows a contentious battle, with CPS questioning current management's past decisions and ongoing strategy to turn around what the dissatisfied shareholders group considers to be an "underperforming" company that is not keeping pace with its peers and competitors.
"We appreciate the consideration and support of our stockholders, as well as the insights they shared with our board and management team throughout this election process. While a number of different ideas and perspectives were expressed during this process, at the end of the day, all interested parties share the common goal of creating value for The Pantry's stockholders. The incumbent board and management team welcome the new directors and intend to work cooperatively with them to successfully execute the company's strategic plan and deliver superior returns for The Pantry's stockholders," the company said in a statement issued on the heels of the vote.
The results are still considered to be preliminary. IVS Associates Inc., the independent inspector of elections, has indicated that it expects to issue a preliminary tabulation of the vote results within four business days. The Pantry said that it will announce the final results of the election once the inspector certifies them following the customary review and challenge period.
The Pantry also announced that shareholders approves the company's named executive officer compensation on an advisory (nonbinding) basis and ratified the appointment of Deloitte & Touche LLP as the company's independent registered public accounting firm for the fiscal year ending Sept. 25, 2014. Shareholders did not approve the stockholder proposal requesting a human rights report, on an advisory (nonbinding) basis.
Based in Cary, N.C., The Pantry is a leading independently operated convenience store chain in the southeastern United States and one of the largest independently operated convenience store chains in the country. As of March 13, 2014, the company operated 1,537 stores in 13 states under select banners, including Kangaroo Express, its primary operating banner.