Starboard to launch proxy fight for entire Darden board - WSJ

Wed May 21, 2014 11:32pm EDT

May 21 (Reuters) - Activist investor Starboard Value LP, which didn't want Darden Restaurants Inc to sell the Red Lobster seafood chain, is launching a fight to take over the Darden board, the Wall Street Journal reported, citing people familiar with the matter.

The sale of the struggling seafood chain was a catalyst for Starboard seeking to take over the entire board, the report said. (r.reuters.com/tej59v)

In response, a Darden spokesman said in an emailed statement that the board "will consider the Starboard nominations in due course" and it is focused on creating value for all shareholders.

Darden said on May 16 it would sell Red Lobster to private equity firm Golden Gate Capital for $2.1 billion in cash. It said the sale was not subject to shareholder approval and should close in the quarter ending in August.

Starboard, which owns about 5.5 percent of Darden's outstanding shares, successfully led a shareholder effort to force Darden to agree to hold a special meeting and vote on the Red Lobster divestiture plan. However, the meeting has not yet been set by Darden and some shareholders are concerned the deal will close before investors can weigh in.

Darden said it would file a preliminary proxy statement later this month for the special meeting and to convene it "as promptly as practicable."

Starboard Chief Executive Jeffrey Smith said last week the sale woefully undervalued Red Lobster and its real estate assets.

Starboard was not immediately available for comment outside regular U.S. business hours. (Reporting by Arnab Sen and Aurindom Mukherjee in Bangalore; Editing by Gopakumar Warrier)