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Los Angeles Business Journal - June 23, 2003 / Chairman’s Illness Adds Twist To Insider Battle at Farmer Bros.

Chairman’s Illness Adds Twist To Insider Battle at Farmer Bros.

Roy F. Farmer, the 86-year-old chairman of embattled coffee importer Farmer Bros., is incapacitated, suffering from cancer and emphysema, according to his attorney, Marshall Oldman.

The revelation came after a June 11 Los Angeles Superior Court hearing at which Farmer’s nephew, Steven Crowe, sought to remove his uncle as trustee of four trusts holding a 9.8 percent stake in the company for the benefit of Crowe and his sister.

Oldman’s statement was revealed a few days later via an online forum for Farmer Bros. shareholders. He later confirmed it in an interview with the Business Journal.

Dissident shareholders, including 9.8 percent holder Franklin Resources Inc., have long demanded more disclosure of Farmer Brothers’ finances. The elder Farmer, who recently ceded the chief executive title to his son, Roy E. Farmer, has used his control of the company’s employee stock ownership plan, as well as his and other family members’ holdings, to resist such changes.

It is not clear how the revelations about Farmer’s illness will affect the outcome of Crowe’s attempt to wrest control of his trust. Crowe’s attorney, Adam Streisand, refused to speculate on how the news may affect his case.

Crowe filed the petition to remove Farmer in April, accusing his uncle of “cold-hearted” attempts to “misuse” the trusts “to freeze out” his sister and mother, as well as himself. Last week, the judge ordered both sides to mediate the dispute and scheduled another hearing for Sept. 30.

Oldman said his client “steadfastly opposes” Crowe’s petition, and said he will file a response to it within the next month.

According to the petition, if Roy E. Farmer dies, control would likely revert to City National Bank, which has volunteered to become the successor trustee over Crowe’s inheritance.

Meanwhile, dissident shareholders are wondering why the company didn’t reveal Farmer’s condition when he stepped down as chief executive in March. While there have been reports that the elder Farmer hadn’t been at the Torrance headquarters in months, the company did not disclose the elder Farmer’s illness in any of its filings with the Securities and Exchange Commission.

“It surely raises the questions of why didn’t they report this and when they knew,” said Gary Lutin, who runs the shareholder’s forum. A Farmer Bros. spokesman said the company has “nothing to say about the gossip.”

– RiShawn Biddle

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The Forum is open to all Farmer Bros. shareholders, whether institutional or individual, and to professionals concerned with their investment decisions.  Its purpose is to provide shareholders with access to information and a free exchange of views on issues relating to their evaluations of alternatives.  As stated in the Forum's Conditions of Participation, participants are expected to make independent use of information obtained through the Forum, subject to the privacy rights of other participants.  It is a Forum rule that participants will not be identified or quoted without their explicit permission.

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