Second Leading Independent Proxy Advisory Firm Glass Lewis Recommends Stockholders Vote “FOR” All Three of Farmer Brothers’ Director Nominees on WHITE Proxy Card
In its
- “Having reviewed the arguments presented by the
Grossman Group as well as the incumbent board’s response, we do not believe the Dissident has made a compelling case that electing its nominees is warranted or in the best interests of all shareholders at this time.”
- “With respect to board composition, we find that the incumbent directors have appropriate qualifications and expertise to oversee the Company and that the board is sufficiently independent. In particular, we believe Management Nominees Marcy and Mottern continue to be well qualified to serve on the board, with executive experience in the food and beverage industry as well as relevant CEO experience and additional public company board experience.”
- “…we note that, in addition to the executive changes…the board has been refreshed with four new directors appointed in the last two years. In this case, we do not believe there is a clear case that further change to the composition of the board is warranted at this time.”
- “…we believe the incumbent board has taken appropriate steps to hold past management accountable for poor performance and to appoint a new CEO who appears to have appropriate experience and qualifications to oversee the Company. Furthermore, we recognize that
Farmer Bros . has provided shareholders with a clear set of priorities that are focused on addressing the operational and financial challenges facing the business.”
Commenting on the
We are pleased that both
As both
We strongly urge stockholders to follow the
Farmer Brothers reminds stockholders that every vote is important, no matter how many or how few shares it represents. The Company urges all stockholders to use the WHITE proxy card to vote “FOR” the Company’s highly-qualified and experienced director nominees TODAY.
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1 Permission to use quotations neither sought nor obtained.
If you have any questions or require any assistance with respect to voting your shares, please contact the Company’s proxy solicitor |
MORROW |
SODALI |
509 Madison Avenue, Suite 1206 |
New York, NY 10022 |
Toll Free: (800) 662-5200 |
Direct: (203) 658-9400 |
E-mail: FARM@morrowsodali.com |
About
Founded in 1912,
Headquartered in
Forward-Looking Statements
Certain statements in this communication constitute “forward-looking statements.” When used in this communication, the words “will,” “expects,” “anticipates,” “estimates” and “believes,” and similar expressions and statements that are made in the future tense or refer to future events or developments, are intended to identify such forward-looking statements. Such forward-looking statements are subject to risks, uncertainties and other factors that could cause the actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Factors that could cause actual results to differ materially from those in forward looking statements include, but are not limited to, the timing and success of our DSD restructuring plan, the Company’s success in consummating acquisitions and integrating acquired businesses, the impact of capital improvement projects, the adequacy and availability of capital resources to fund the Company’s existing and planned business operations and the Company’s capital expenditure requirements, the relative effectiveness of compensation-based employee incentives in causing improvements in Company performance, the capacity to meet the demands of our large national account customers, the extent of execution of plans for the growth of Company business and achievement of financial metrics related to those plans, the ability of the Company to retain and/or attract qualified employees, the success of the Company’s adaptation to technology and new commerce channels, the effect of the capital markets as well as other external factors on stockholder value, fluctuations in availability and cost of green coffee, competition, organizational changes, the effectiveness of our hedging strategies in reducing price risk, changes in consumer preferences, our ability to provide sustainability in ways that do not materially impair profitability, changes in the strength of the economy, business conditions in the coffee industry and food industry in general, our continued success in attracting new customers, variances from budgeted sales mix and growth rates, weather and special or unusual events, as well as other risks described in this presentation and other factors described from time to time in our filings with the
These statements are based on management’s current expectations, assumptions, estimates and observations of future events and include any statements that do not directly relate to any historical or current fact; actual results may differ materially due in part to the risk factors set forth in our most recent annual, periodic and current reports filed with the
Important Additional Information and Where to Find It
THE COMPANY URGES ITS INVESTORS AND STOCKHOLDERS TO READ CAREFULLY AND IN THEIR ENTIRETY THE DEFINITIVE PROXY STATEMENT (INCLUDING ANY SUPPLEMENTS OR AMENDMENTS), THE ACCOMPANYING WHITE PROXY CARD AND ANY OTHER DOCUMENTS THAT THE COMPANY MAY FILE WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION.
Copies of the definitive proxy statement (including any supplements or amendments), the accompanying WHITE proxy card, and any other documents filed by the Company with the
Contacts
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Morrow Sodali
Source: Farmer Bros. Co.