Article in Lowell Sun

This is a link to an article by Grant Welker in the Lowell Sun. The article reports about the letter ATD sent to the Board about profit sharing.

http://www.lowellsun.com/business/ci_25665680/demoulas-criticizes-board-again

Your Money in the Board’s Hands

WAMB Family,

The attached letter is from ATD and was sent to the Board today. It concerns our profit sharing money and the Board’s proposals to change the plan. This is YOUR future and YOUR wallet that they have now gotten their hands into. We told you this would happen and it appears to be happening. You can read the letter yourself but after reading this several times we can give you a summary.

  • ATD first talks about the 51 successful years of the plan under his and his father’s leadership and how over those years the plan returned a healthy average annual return of 6.7%.
  • ATD next talks about changes this new Board has made since July 2013 including the firing of Bill Marsden and Harold Sullivan as Trustees. ASD criticizing management’s and the Trustees handling of the plan as part of a court filing .
  • The new Board made “misleading, incomplete and libelous attacks” on the former Trustees and ATD on the Board’s website www.dsmboardinfo.com. and claimed to be in the process of looking for a nationally recognized investment firm to ensure a better yet conservative return “while avoiding the mistakes made by the former Trustees requiring a $46 million company bailout for bad investment decisions.” it is important to note here that the company sued Goldman Sachs for the bad investment and the company won a settlement.
  • The new Board amended the plan three times without informing management or even ATD who is still a Trustee of the plan
  • For the first time in it’s 51 year history the Board voted to compensate new Trustee Ron Weiner for being a Trustee, a previously uncompensated position.
  • The Board took credit for a larger compensation even though associates saw right through the rhetoric and realized the larger compensation was due to greater pay and more plan participants not the Board’s “generosity”.
  • The Board pushed through a vote to freeze the settlement proceeds from Goldman Sachs to prevent management from “unfairly” distributing the funds to plan participants.

ATD’s letter further states, and this is where you should be concerned the proposed changes that the Board wants to make to your MONEY, hell they may have already done these things today because we haven’t heard what transpired at the meeting today. The Board has;

  • Picked a company called Evercore to be the Trustee AND invest YOUR money. This after the investment committee under the chairmanship of Eric Gebaide (5 months with our company) interviewed four companies to find the one that fit us best, how the hell would he know.
  • It is clear the Board is trying to mitigate their own liability and fiduciary risks with regard to investing YOUR money and throw the liability squarely on your shoulders.
  • The costs to administer the plan will rise from $600k to somewhere north of $2.4 million

Basically the way we see this is that there will be no one back here associated with us that we can trust watching our future. Instead there will be some unknown company out of New York that we don’t know and we don’t trust in charge of our future. This Board has attacked men we look up to and respect like ATD and Bill Marsden and now they are messing with OUR MONEY and OUR FUTURE.

This is only the beginning folks, what’s next compensation? Bonuses? Only time will tell but as always we know that ATD stands with us as we stand with him. This is getting really old and we are losing patience with this Board. It is a credit to our PEOPLE that we have been able to conduct ourselves in a professional manner and take care of our customers over these past 10 months given all of the distractions this Board has given us.

MB profit share

 

Monday Afternoon Update

We are trying to find out as much as we can about today’s Board meeting and will let you know as soon as we learn anything of substance. What we do know is that apparently ATD and Don Mulligan did not go. It is normal for them to attend and we assume their presence was requested, but for some reason they did not. We can only speculate that they stayed away in protest…the court ordered Mr. Shea and Mr. Carleton to go, but not ATD and Don. Kudos to them for staying away from the farce taking place at the Pru. More to come on this you can be sure.

One little bit of info that we found out which ticked us off and we’re sure it will tick you off too: Under the old Board there were two committees in place which met four times per year. Under the new Board there are many committees and there have been over 100 committee meetings since last July…and committee members each get paid $2000 per meeting.

Do the math and then feel free to go and puke.

Game Day

“First ask yourself: What is the worst that can happen? Then prepare to accept it. Then proceed to improve on the worst.”–Dale Carnegie

Tomorrow will be the first Board meeting since February and the first since the back and forth lawsuits about the quorum. We know how you feel because we feel the same. You are worried about your careers, your livelihood, your mortgage payment, tuition payment, your company and your beloved CEO. More so than worried you are angry that a small group of shareholders and three “blow in” directors can turn one of the best run companies in America, and your life, upside down. You are angry that Rafaela, for a few extra million, would turn her back on 25,000 families and hand this company over to people whose only goal is the liquidation of and destruction of Market Basket. Since Judge Sanders announced her ruling on Thursday we have all been wondering what will happen at Monday’s Board meeting. Rumors are running rampant, profit sharing will be changed, operating cash liquidated, real estate sold, company goes into debt for the first time in it’s history and many more.

We have no idea and probably won’t find out until ATD and his management team come back from the meeting. We know the “A” shareholders control the Board and every vote goes 5-2 (shows that not one of the A/B directors has an ounce of independence) apparently ASD controls the justice system in Massachusetts as well so essentially they can do whatever they want tomorrow and ATD can do little to stop them. One thing we know for certain, whatever they vote on tomorrow will not be in the best interests of the company nor the stakeholders.

So we know what ASD controls but he doesn’t control us, the PEOPLE, and without our support he really has no control of the operation of the company. He can change whatever he wants but he can’t control or change us. Twenty five thousand voices cannot be silenced and we will not be silenced. Our company was built on the sweat, hard work and loyalty of the 25,000 associates under the leadership of ATD and his management team. Management and associates work together in perfect harmony to make this multi billion dollar company run like a well oiled machine. If you take either one of these factors out of the equation that well oiled machine grinds to a halt.

You’re angry and you have every right to be so until we hear what happens tomorrow think of the worst possible scenario, prepare for the worst and then we can move forward and improve on the worst. One thing you can take to the bank, ATD will never give up, he will support all of us for as long as it takes. One thing he needs to know when he goes tomorrow, we will never give up and we will cover his back for as long as it takes.

We, together, are Market Basket

Batting 1000

Law of Averages

The idea that probability will influence all occurrences in the long term, that one will neither win nor lose all of the time.

We know that baseball success, when talking batting average, is based more on failure rather than success. A batter who hits 300 may be an All Star, but he fails to get a hit far more often than he succeeds. Imagine what it must take to bat 1000. Well, that is what Mr. Arthur S. Demoulas bats in the courtroom. Today, Judge Sanders ruled that Bill Shea and Terry Carleton must go to Monday’s Board meeting and also that if they don’t, the quorum rule will be lifted. Realistically we felt the judge would rule that Bill & Terry would have to attend Monday’s Board meeting but she also lifted the quorum (a company By Law that ASD’s side invoked on more than one occassion) and lifted it for future meetings as well,  ASD got everything he asked for as usual.

Essentially, Bill & Terry have been rendered powerless as Board members. Go to a meeting, fill the quorum, get outvoted 5-2. Don’t go to a meeting, quorum lifted, votes go 5-0. Oh and by the way, the “A” and “A/B” directors don’t have to communicate with them either. How a Judge in Business court can justify this is bizzare.

Arthur S. Demoulas and his people can now have their way to do whatever they wish with the company and its assets. Monday, they can authorize a special dividend for the shareholders. The Board can vote themselves a raise. They can start to sell off real estate. You name it, they can do it.

Some interesting tidbits from the hearing:

There was a last minute change in judges. Judge Roach had been assigned the case but lo and behold, Judge Sanders walked into the courtroom. We don’t know if that is normal, but when it comes to ASD and the courts, something makes us think that this wasn’t just a random occurance.

According to a source who was there, during his argument, Attorney Fitzpatrick (ASD’s lawyer) held up a copy of one of our ads and called the 4% sale “ludicrous”. He spoke of how Arthur T. is running amok with the company and came up with this promotion that is costing the shareholders hundreds of millions in profits. Oh poor them! Imagine the gall of our President to save his customers an additional 4% and deprive the shareholders of some vital pocket change that they must need to make ends meet. How dare he lure new customers into our stores and away from competition while at the same time preventing ASD from buying another 1960 Mercedes Benz 300SL Roadster that he can show off at Pebble Beach?. Arthur T Demoulas knows more about the grocery business than you, Mr. Fitzpatrick, know about the law. For you to slander him as you reportedly did is outrageous.

To our customers: you should be outraged alongside us! Spread the word that this great company is in grave danger of falling victim to the greed of a select group of people. Arthur T. Demoulas knows what it’s like to struggle to make ends meet and identifies with his customers, Arthur S. Demoulas is as far out of touch with the very customers that support him as Marie Antoinette was with her subjects.

We don’t know what Monday will bring but we do know this: we need to stop bringing our cases to court. Arthur S seems to own the place. The law of averages does not apply there.

If you’d like to speak with an Officer of our company about what is going on, we suggest you call or email the Secretary of  DSM Gerard Levins at his office. We are sure, that like all other company officers and senior management who have spent decades with us, he will welcome your questions and comments.

Quorum Hearing

We have learned that tomorrow the hearing will take place on the suit filed by ASD and his minions to either force Bill Shea and Terry Carleton to attend the next Board meeting (scheduled for April 28th) or suspend the quorum rule, essentially allowing votes to be taken without any representation from ATD and family. The link below will take you to the eleven page argument from Bill & Terry’s attorney. It is very interesting to find out that when ASD was a minority shareholder he, along with the same law firm bringing suit against Bill & Terry, used the ‘no show’ on more than one occasion when he didn’t like what the agenda was about.  Bill & Terry’s argument is about much more than not liking what is on the agenda. As previously posted, Bill & Terry contend that they have been completely shut out from communications, and in two cases the B side has been kept  out of the loop of information even when it pertained to committees that they sit on. As you know, Bill & Terry filed their own lawsuit against the “A” side about those very same communication issues. The hearing tomorrow is not about that case but our hope is that the court can tie them together because they do go together.

While reading through these eleven pages you may be enlightened by some of the information, but most of it is what you already know. The fact that the “non working” side has gained control because Rafaela changed her allegiance for nothing more than her quest for money. We surmise this because she has never had anything but disdain for her brother in law, ASD,  and yet she threw our company’s control into the hands of a sociopath, showing no care or concern for the 25,000 associates, thousands of vendors and 2 million customers a week. WAMB hopes you can sleep at night Rafaela. Scary that major decisions are being made about OUR company by men who know nothing about our company. The fact that “Chairman” Cowan, Weiner and Gebaide are permanent residents in the money lined pockets of ASD explain in full why they making the decisions which are so harmful to the health of our company.

We have little faith in the Massachusetts Courts and should ASD get what he wants in court tomorrow that only means that we, the PEOPLE of MB, are one step closer to pulling the trigger. The final say of the future of OUR company rests in our hands…not in the court’s, not in the Board’s and certainly not Arthur S. Demoulas’.

 

Quorum Hearing

 

“The only thing necessary for the triumph of evil is for good men to do nothing.”–Edmund Burke

If you haven’t noticed, after a relatively quiet first quarter, things have heated up significantly in the past couple of weeks. Lawsuits have been filed back and forth with ASD and his minions filing a law suit to require Bill Shea and Terry Carleton to appear at board meetings for a quorum even though they have been shut out of all communication with this “independent board”.  Pillsbury Development has filed suit against DSM for breach of contract for negating a deal made in 2011 with the old board.

If these allegations are to be believed, and why wouldn’t we believe them, this laughably independent board has set out on ASD’s agenda of stripping everything of value from our company to line their own pockets. According to these lawsuits the “A” side wants to strip the company of the remaining cash reserves which will force the company to get a line of credit just for operating expenses. Even more damaging then going into debt the “A” side apparently wants to liquidate company assets starting with real estate. This has been their game plan all along, if they are allowed to strip the cash from the business and then sell all of the real estate we will be a company in debt who will be paying rent. These two things are at the heart of our company and how we are able to offer exceptional value while remaining profitable. Cowan, Weiner and Gebaide have no shame but have plenty of the blame for the possible destruction of one of the best run companies in this country.

We, the stakeholders of Market Basket, cannot sit around and wait for this to happen. We must stand ready to act at the first indication that they are stripping cash or selling real estate.

We, as ONE, are Market Basket

Guest post, Keith Pusey

My name is Keith Pusey I am the asst. store manager in Tewksbury 22. I have worked for Market Basket for over 28 years. I, like everyone else, worked my way up the ranks. We have all held different positions in quite a few stores over the years. MY story is just like everyone else, but I wanted to share it and to be heard. Very early on in my career I was struggling with staying with the company, as I was trying to work my way through college at night and raise a son on my own. I wasn’t sure if anyone would have faith that I could juggle all these things as well as give 100% to Market Basket. Well, that question was answered one day when I was only a second man or asst. grocery manager { there were no class 50 back then} Mr. Rockwell came into the store when the manager was away on vacation, and the asst. was dealing with a injured employee. I had met and said hello to Rocky before, so I approached him and explained where the asst. was. He said no problem Keith, and grabbed my arm and said,” walk with me.” He proceded to ask me about my family and where I lived and how long I worked for Market Basket, and if I liked working here. Every dept we walked through he would show and explain something to me. I kept thinking to myself,” why is this grocery supervisor telling me about the rotation of produce or the color of hamburger?” When the asst. caught up to us and I tried to say good bye, Rocky told the asst.that the store looked good, and for that that he was going to walk with me. I couldn’t believe that he really wanted to keep going with me. Now, after going around the store and the back room he explained that everything he just told me was just trying to teach me and make me better,
and that I was the type of person that would be a manager In couple of years, I was the future of this company. Now, here is a top excutive that took the time and effort to teach a young man who wasn’t sure if anyone would consider he had potential, that Market Basket is truly a great company and team and that with hard work and dedication you can succed. Im sure Rocky doesn’t remember that day but it changed my life. I became focused and realized that working together, whether it be at 5 am in Ashland to reset the aisles, or helping clean up a store and save product after a fire, that we were a family and had each others back. Soon I was on my way into management, working hard, sharing in the rewards of hard work and sharing in the profits of the company that I was working so hard to make bigger and better.

This company is rock solid from the very top down. The senior management and excutive team in place is the reson so many other companies try to copy us. They are the reson we are the leaders in this industry. With ATD leading and teaching the philosphy he was taught by his father TA, we have excelled and grown like cutsu growing in the summer down south. You cannot stop us.
The only reason the board would want to change any aspect of this company would be for another cash grab, plain and simple. They have no intention of sticking around and watching this great company of ours grow and flourish.. Who in there right frame of mind would ever fathom changing this formula of success? Why in the world world would you even talk about removing ATD or any of his team team { excutive search firm ] There is only one reason you would take a shark out of the water…. to kill it!!! So you the board could cash out and watch so many peoples efforts crumble, why not instead roll your sleeves up and jump in and get these new stores open, get a new warehouse built, expand this company to help it, not harm it, and you will reap so much more than just going for cash and burning it down. There is only one boss in this company, and I like all of you stand tall and proud behind ATD!!!!!

Another Day, Another Lawsuit

Last week in New Hampshire Superior Court, Pillsbury Realty Development, LLC filed a complaint against DSM for, among other things, breach of contract and are looking for an award for damages of up to $22,500,000. Included in that number is $18,500,000 of DSM real estate holdings in the state of NH and $4,000,000 in professional fees.

Pillsbury Realty is the developer who entered an agreement with DSM in 2011 to cooperate in “the design, construction, and funding of an access road that will serve DSM’s new supermarket” in Londonderry. In short, when the company moved store 42 across the parking lot to its current location, an access road was required by the town to help ease the traffic on route 102 and so the people of Londonderry and Derry could have an alternate way into and out of the store’s parking lot. This road would be a part of Pillsbury’s planned development of “Woodmont Commons”, which was to be the largest project of its kind in NH history. In 2011, the DSM Board of Directors vetted and agreed to go forward with this however, when the new Board took the reins in 2013, the Board decided in August that it wasn’t so sure.

Why weren’t they so sure? A member of the Pillsbury team is Michael Kettenbach, brother in law of ATD, and the Board did not want to have any part in a deal where a member of ATD’s family might be involved. Forget about the fact that the town of Londonderry, all of its residents and the surrounding towns would benefit from this project. All of these benefits were cast aside so that ASD’s Agenda of Resentment could go forward.

We encourage you to read the document. Upon doing so, you will see that Pillsbury is taking action now because they believe if they don’t there may not be enough assets held by DSM in the not too distant future for them to be repaid with. To quote: “the current DSM Board is in the process of encumbering or selling a substantial amount of DSM’s real estate and other assets, and may vote at any time as it has in the past, to distribute all or most of DSM’s remaining cash reserves.”

Pillsbury sees the same writing on the wall that we have been seeing for some time. This Board and the A shareholders want to grab as much cash as they can and then let come what may of the company. Along the way they will have no regard for the hard earned reputation of Market Basket, where our word has always been our bond. Be it in the buyers’ offices, the boardroom or in the stores, when we agree to something you could always bank on it being carried through. As Pillsbury and the town of Londonderry can now see, that no longer is the case.

The Board and the A’s should bank on this: We will stand together and fight you until you back down. The value of your investments can be affected greatly by our actions and we will not hesitate to take whatever steps we see as necessary to drive our point home. If we sniff out that you are going to dismantle our company by selling off the real estate, we will make things very unstable at those locations. We can’t imagine any prospective buyer would be very pleased if the anchor tenant was a 75 thousand square foot beehive.

Guest Post, Nikoletta Foundas Loyal Customer

I am 100 percent Greek American and I shop weekly at Market Basket in Brockton, which is 10 miles from my home.

I am very familiar with just about all of the supermarket chains and Market Basket stands in a class by itself and it has had a tremendous impact on the entire industry.

Aside from my own benefit it is so exhilarating to bear witness to just how this market impacts thousands of struggling families who are able to bring high quality foods to their children at unbeatable prices.

I am not very easily impressed — yet Market Basket is so impressive. The staff up and down the ranks seem to love their jobs and feel as though they are a vital part of a great team.

Behind this great market is a healthy and vibrant team who makes such a difference. I see dozens of young people so well groomed and learning day after day how to become successful.

Ian Harcourt, Brian Doucette, Kevin Perno, Mr. Sullivan, Raphaele, Jim all work in such harmony to bring the optimum benefit to every shopper. They treat every customer with such dignity despite this rapid paced business. I observe this store in action week after week and leave amazed at how committed this team is and how they seem to love working at Market Basket.

As a Greek-American, Market Basket has made me so proud. I grew up attending the Greek Cathedral in Boston and at one time that was the mecca for most Greek families. I believe that my grandfather and dad must have known Mr.Demoulas, the founder. My dad knew Mr. Pappas who owned or still owns the West Lynn Creamery and as children we had free milk in the basement of the church for celebrations. Greek people took care of each other and they always had big hearts.

I am so excited to see Market Basket blossom and spread throughout New England. It cannot happen fast enough for me. Almost like a rock group Market Basket has such a fan base that is loyal and so grateful.

Whatever differences that the two cousins have, I hope that they remain very private — just between the two men in one room and that what is truly important prevails over all other matters.

Life is just too short and the legacy of the Market Basket shall remain long after we are all gone.

kali neekta!

fadeestou!

from nikoletta foundas — a very successful and proud Greek American!