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By Michael Flaherty
March 27 Buffalo Wild Wings Inc,
battling activist hedge fund Marcato Capital Management LP in a
proxy fight, escalated tension between the two sides on Monday
by tapped one of Marcato's own nominees for its director slate.
The restaurant chain nominated Janice Fields, a veteran
executive at McDonald's Corp, and Sam Rovit, the CEO of
CTI Foods and a former executive at Kraft Foods.
In an unusual move, Rovit is also one of Marcato's four
nominees it is seeking for election to the board. Proxy voting
rules allow one nominee to serve on two director slates as long
as the person consents.
Rovit's dual-role provides added drama to one of this year's
most high-profile proxy fights, pitting Marcato founder Mick
McGuire against Sally Smith, CEO of the $2.5-billion
Minneapolis-based wings and beer chain.
McGuire, a former Pershing Square partner, officially
launched the proxy fight in February, though Marcato began to
agitate for changes at the company last July. The
San Francisco-based fund is Buffalo Wild Wings' fourth largest
shareholder with a 5.6 percent stake.
Buffalo Wild Wings said on Monday that James Damian, who had
previously served as board chairman, and Michael Johnson will
retire from the board at the annual meeting.
The company's other nominees are Smith and six sitting
"It is deeply troubling that the Company would take these
steps without consulting us or other major shareholders, as we
have continuously endeavored to engage in constructive
dialogue," Marcato said in a statement on Monday.
Marcato added that the company should address its suggested
Buffalo Wild Wings' annual meeting is expected in May.
(Reporting by Michael Flaherty in New York and Gayathree
Ganesan in Bengaluru; Editing by Sriraj Kalluvila and Nick