Score this one in favor of the dissidents. Shareholders of Applebee’s International elected Richard C. Breeden and his ally Laurence E. Harris, to the board of directors at the company’s annual meeting on May 25. They received more than 95 percent of the votes cast.
The pair will each serve a three-year term until the 2010 annual meeting. Breeden, whose hedge fund Breeden Capital Management, had threatened to launch a proxy fight with the restaurant chain, agreed last month to a compromise, whereby Breeden and Harris were appointed to the board, effective April 26, and then added to the company’s slate of director nominees at the annual meeting. The hedge fund, which owns 5 percent of the company’s shares, originally sought four seats on the board; Applebee’s has offered two, including one to Harris.
Breeden is a former chairman of the Securities and Exchange Commission and former corporate monitor of WorldCom. Applebee’s is his firm’s first activist target. Harris is of counsel to the law firm Patton Boggs LLP and is a former partner of the firm.
Breeden was named to the board’s Strategy Committee, the Corporate Governance/Nominating Committee, and the Executive Compensation Committee. Harris is a member of the Corporate Governance/Nominating Committee and the Audit Committee.
Based on the arrangement, Breeden Capital agreed to drop the proxy fight and Applebee’s agreed to reimburse the firm for certain expenses related to the proxy contest, which the Associated Press estimated at about $500 million. Over the past year, sales per restaurant have declined at Applebee’s, according to the AP.