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Pershing Square, Ceridian reach out to shareholders in battle for board positions
By Lisa Kerner
Charlotte, N.C., Sept. 7 - Pershing Square Capital Management, LP once again reached out to fellow Ceridian Corp. stockholders, as did the company in an ongoing battle over corporate governance and a proposed merger deal.
Following Ceridian's announcement that it would hold an election if its merger with Thomas H. Lee Partners, LP and Fidelity National Financial, Inc. does not close, Pershing Square downsized its board nominee list to a minority slate. Pershing Square believes an election could be held off until June 30, 2008 or beyond, according to a news release.
Pershing Square's latest slate consists of William Ackman of Pershing Capital, John D. Barfitt and Robert J. Levenson. Shareholders were encouraged to vote using the blue card to elect Pershing Capital's nominees and all of the incumbent nominees other than Ronald T. LeMay, George R. Lewis and Alan F. White, as well as approve the merger deal.
Ceridian, in a separate news release, urged stockholders to vote for all of Ceridian's director nominees using the white proxy card.
"Our pending $36 per share merger was developed and negotiated by the current board and management, and we believe that the election of ANY of Pershing Square's nominees serves no purpose, could be disruptive, and introduces unnecessary risk to the transaction's completion," Ceridian's statement said.
Ceridian's goal is to complete the merger in the fourth quarter.
The company reiterated its commitment that "in the unlikely event the merger is not completed," it would hold a new election of directors within 90 days after termination of the merger agreement.
Ceridian stockholders are set to vote on the merger deal, valued at $5.3 billion, at the Minneapolis information services company's annual meeting on Wednesday.
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