ISS Recommends Bandera’s Nominees to Luby’s Board
ISS RECOMMENDS LUBY’S STOCKHOLDERS VOTE ONLY ON THE GOLD PROXY
ISS BELIEVES LUBY’S HAS BEEN USING DECEPTIVE TACTICS
Report slams “out of touch” Luby’s Board of Directors and its “poorly-disguised deceptive tactics”
Cites Bandera’s “compelling case that board change is warranted” and “overdue”
NEW YORK--(BUSINESS WIRE)-- Bandera Partners announced that influential proxy advisor Institutional Shareholders Services (“ISS”) recommends that their clients vote using only the GOLD proxy card at Lubyâs 2019 Annual Meeting on January 25th. In a scathing report calling for change to Lubyâs Board of Directors, ISS recommends that its clients vote FOR Bandera nominees Jeff Gramm and former Senator Phil Gramm on the GOLD proxy card, and to not vote the white proxy card. Bandera believes that stockholders seeking change at Lubyâs should vote for all four of its nominees on the GOLD proxy card.
Key Quotes from the ISS Report:
âThe incumbent board has overseen alarming underperformance over the past decade and deteriorating financials over the past five years, periods during which the broader industry thrived.â
âThe incumbent board is also out of touch with the concerns of shareholders, which is evidenced not only in the uncertainties of the company's strategic direction, but in the pattern of questionable communication it has displayed during this proxy contest, which highlights the need for increased oversight by unaffiliated shareholders.â
âThis disconnect . . . is perhaps best captured in the board's communications with shareholders during this proxy contest, a strategy that has been characterized by poorly-disguised deceptive tactics.â
âIt is unclear exactly when this [Lubyâs turnaround] plan was implemented. It is also unclear to what extent it differs from any past plan the company may have had in place, as many aspects are consistent with the status quoâ
âThe board's communication strategy with shareholders is enough in and of itself to justify the addition of one dissident directorâ
âJeff Gramm, with the perspective of a significant and longtime shareholder . . . is a logical addition.â
âPhil Gramm's leadership and political experience could help ensure that the concerns of shareholders are respectfully heardâ
Bandera Partnersâ Jeff Gramm stated, âI want to thank ISS for taking the time to carefully examine our engagement with Lubyâs and our compelling case for change. Their recommendation for an overdue board change, as well as their concern about the Lubyâs Boardâs deceptive campaign, is echoed by many stockholders I have spoken to recently. For us to be able to deliver on our promise to bring change to Lubyâs, we are asking stockholders to vote for all four of our nominees on the GOLD proxy card.â
For assistance on how to vote your GOLD proxy, please contact InvestorCom at (877) 972-0090 or by email at [email protected].
Toll Free (877) 972-0090
Banks and Brokers call collect (203)
972-9300
[email protected]
About Bandera Partners
Bandera Partners is a value-oriented hedge fund based in New York.
View source version on businesswire.com: https://www.businesswire.com/news/home/20190114005544/en/
Jeff Gramm, (212) 232-4583
[email protected]
Source: Bandera Partners
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