LEBANON,
Tenn., Nov. 21, 2024 /PRNewswire/ -- Cracker
Barrel Old Country Store, Inc. ("Cracker Barrel" or the "Company")
(Nasdaq: CBRL) today announced that the preliminary vote count from
the Company's proxy solicitor indicates that its shareholders have
voted to elect all 10 of Cracker Barrel's recommended nominees to
the Company's Board of Directors at the 2024 Annual Meeting of
Shareholders ("Annual Meeting"): Carl
Berquist, Jody Bilney,
Meg Crofton, Gilbert Dávila,
John Garratt, Michael Goodwin, Cheryl
Henry, Julie Masino,
Gisel Ruiz, and Darryl "Chip" Wade.
Sardar Biglari and Milena Alberti-Perez – who were nominated by
entities Mr. Biglari controls and not recommended by the Board –
did not receive sufficient shareholder support to be elected.
The Cracker Barrel Board issued the following statement:
We thank our shareholders for their constructive
engagement over the past several months, and their overwhelming
support today.
During the course of our engagement, we were
heartened by how many shareholders understood and expressed support
for the strategic imperatives that we are pursuing. We take
seriously the trust they've placed in our directors to oversee the
continued momentum of the Company's strategic transformation plan.
We are encouraged by the early favorable results across our
operations as the plan takes hold and remain confident that we are
on the right path to return Cracker Barrel to growth and meaningful
value creation for all shareholders. We look forward to continuing
to engage with the Company's shareholders as we work to ensure
Cracker Barrel thrives today, tomorrow, and well into the
future.
We welcome Michael
Goodwin to the Board and believe his decades of IT and
strategic leadership will prove to be of great value in our
boardroom. We also thank Tom Barr,
who did not stand for re-election to the Board, for his service to
Cracker Barrel's Board for more than 12 years.
The results announced today are considered preliminary until
final results are tabulated and certified by the independent
Inspector of Elections. Cracker Barrel will report final results on
a Form 8-K that will be filed with the Securities and Exchange
Commission.
Forward-Looking Statements
Except for specific
historical information, certain of the matters discussed in this
communication may express or imply projections of items such as
revenues or expenditures, statements of plans and objectives or
future operations or statements of future economic performance.
These and similar statements regarding events or results that
Cracker Barrel Old Country Store, Inc. ("Cracker Barrel" or the
"Company") expects will or may occur in the future are
forward-looking statements concerning matters that involve risks,
uncertainties and other factors which may cause the actual results
and performance of the Company to differ materially from those
expressed or implied by such forward-looking statements. All
forward-looking information is provided pursuant to the safe harbor
established under the Private Securities Litigation Reform Act of
1995 and should be evaluated in the context of these risks,
uncertainties and other factors. Forward-looking statements
generally can be identified by the use of forward-looking
terminology such as "trends," "assumptions," "target," "guidance,"
"outlook," "opportunity," "future," "plans," "goals," "objectives,"
"expectations," "near-term," "long-term," "projection," "may,"
"will," "would," "could," "expect," "intend," "estimate,"
"anticipate," "believe," "potential," "regular," "should,"
"projects," "forecasts," or "continue" (or the negative or other
derivatives of each of these terms) or similar
terminology.
The Company believes that the assumptions underlying any
forward-looking statements are reasonable; however, any of the
assumptions could be inaccurate, and therefore, actual results may
differ materially from those projected in or implied by the
forward-looking statements. In addition to the risks of ordinary
business operations, factors and risks that may result in actual
results differing from this forward-looking information include,
but are not limited to risks and uncertainties associated with
inflationary conditions with respect to the price of commodities,
ingredients, transportation, distribution and labor; disruptions to
the Company's restaurant or retail supply chain; the Company's
ability to manage retail inventory and merchandise mix; the
Company's ability to sustain or the effects of plans intended to
improve operational or marketing execution and performance,
including the Company's strategic transformation plan; the effects
of increased competition at the Company's locations on sales and on
labor recruiting, cost, and retention; consumer behavior based on
negative publicity or changes in consumer health or dietary trends
or safety aspects of the Company's food or products or those of the
restaurant industry in general, including concerns about outbreaks
of infectious disease; the effects of the Company's indebtedness
and associated restrictions on the Company's financial and
operating flexibility and ability to execute or pursue its
operating plans and objectives; changes in interest rates,
increases in borrowed capital or capital market conditions
affecting the Company's financing costs and ability to refinance
its indebtedness, in whole or in part; the Company's reliance on a
single distribution facility and certain significant vendors,
particularly for foreign-sourced retail products; information
technology disruptions and data privacy and information security
breaches, whether as a result of infrastructure failures, employee
or vendor errors or actions of third parties; the Company's
compliance with privacy and data protection laws; changes in or
implementation of additional governmental or regulatory rules,
regulations and interpretations affecting tax, health and safety,
animal welfare, pensions, insurance or other undeterminable areas;
the actual results of pending, future or threatened litigation or
governmental investigations; the Company's ability to manage the
impact of negative social media attention and the costs and effects
of negative publicity; the impact of activist shareholders; the
Company's ability to achieve aspirations, goals and projections
related to its environmental, social and governance initiatives;
the Company's ability to enter successfully into new geographic
markets that may be less familiar to it; changes in land, building
materials and construction costs; the availability and cost of
suitable sites for restaurant development and the Company's ability
to identify those sites; the Company's ability to retain key
personnel; the ability of and cost to the Company to recruit,
train, and retain qualified hourly and management employees;
uncertain performance of acquired businesses, strategic investments
and other initiatives that the Company may pursue from time to
time; the effects of business trends on the outlook for individual
restaurant locations and the effect on the carrying value of those
locations; general or regional economic weakness, business and
societal conditions and the weather impact on sales and customer
travel; discretionary income or personal expenditure activity of
the Company's customers; implementation of new or changes in
interpretation of existing accounting principles generally accepted
in the United States of America
("GAAP"); and other factors described from time to time in the
Company's filings with the Securities and Exchange Commission (the
"SEC"), press releases, and other communications. Any
forward-looking statement made by the Company herein, or elsewhere,
speaks only as of the date on which made. The Company expressly
disclaims any intent, obligation or undertaking to update or revise
any forward-looking statements made herein to reflect any change in
the Company's expectations with regard thereto or any change in
events, conditions or circumstances on which any such statements
are based.
About Cracker Barrel Old Country Store®
Cracker Barrel
Old Country Store, Inc. (Nasdaq: CBRL) is on a mission to bring
craveable, delicious homestyle food and unique retail products to
all guests while serving up memorable, distinctive experiences that
make everyone feel welcome. Established in 1969 in Lebanon, Tenn., Cracker Barrel and its
affiliates operate approximately 660 company-owned Cracker Barrel
Old Country Store® locations in 44 states and own the fast-casual
Maple Street Biscuit Company. For more information about the
company, visit www.crackerbarrel.com.
CBRL-F
Investor Contact:
Adam
Hanan
(615) 443-9887
Okapi Partners LLC
(855) 208-8902
Media Contact:
Heidi
Pearce
(615) 235-4135
Leigh Parrish, Tim Lynch
Joele Frank, Wilkinson Brimmer
Katcher
(212) 355-4449
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SOURCE Cracker Barrel Old Country Store, Inc.
