We counseled O’Charley’s following a significant stock accumulation by Crescendo Partners, L.P., a New York-based hedge fund. We prepared analysis and advised the board of directors regarding the company’s defensive profile and possible defensive measures available to the company. We also advised the company in connection with a threatened proxy contest by Crescendo Partners and negotiated a proxy contest settlement agreement with Crescendo Partners. We subsequently advised in negotiations with and the sale to Fidelity National Financial, Inc., which had acquired a 10% stack in O’Charley’s on the open market and approached the board of directors with an unsolicited offer to purchase O’Charley’s.
O’Charley’s Inc. owns and operates more than 200 casual dining restaurants throughout the U.S.