Despite the opposition of Institutional Shareholder Services Inc. and a leading institutional investor, autoparts maker Lear Corp. is moving forward with Carl Icahn's planned buyout. The Southfield, Mich., company reaffirmed its recommendation that shareholders vote for its pending $2.75 billion buyout by Icahn affiliate American Real Estate Partners LP, New York, but rescheduled the vote to July 12, from June 27. A recent ruling in Delaware Chancery Court denied a shareholder motion to enjoin the transaction but required Lear amend its proxy statement to address disclosure issues. Icahn owns 15.7% of Lear dating from an equity investment in October 2006. Pzena Investment Management LLC, which owns 8.5% of Lear, has waged a solicitation against the buyout arguing the automotive systems manufacturer offers greater value in the long term if it remains independent. ISS has formally recommended shareholders vote against the deal. The deal had a go-shop, but one bidder lingered after that solicitation window closed. —Scott Stuart
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