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Published on 12/14/2007 in the Prospect News Special Situations Daily.

Shamrock to continue urging governance changes at Panera Bread

By Lisa Kerner

Charlotte, N.C., Dec. 14 - Panera Bread Co. investors led by Shamrock Activist Value Fund, LP have had, and will continue to have, discussions with the company's senior management regarding Shamrock's ideas to enhance shareholder value.

Shamrock's ideas are "focused on improvements in the company's operations, corporate governance, executive compensation arrangements and utilization of its capital resources," according to a schedule 13D filing with the Securities and Exchange Commission.

More specifically, Shamrock wants Panera to declassify its staggered board, expand the board to include new members with relevant experience and separate the chairman and chief executive officer roles.

The investor would also like the company to "use its strong balance sheet to fund a prompt and significant repurchase of the company's common stock," the filing stated.

Shamrock and the reporting persons beneficially own some 1.6 million shares, or 5.46%, of the Richmond Heights, Mo.-based company. Panera franchises bakery-cafes.


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