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 On Thursday, proxy advisory firm Proxy Governance recommended that shareholders side with Bill Ackman's Pershing Square Capital Management LP on several key points in its battle with Target Corp. (NYSE:TGT). Another proxy advisory, Egan-Jones Proxy Services, also questioned the independence of two of the proposed nominees and backed two Ackman choices instead.Proxy Governance recommended that Target shareholders vote to reject the retailer's proposal to fix the board size at 12 (down from 13) and to elect two of Ackman's nominees to the board at the company shareholder meeting May 28. The news came the same day Target's CEO Gregg Steinhafel had published an open letter to shareholders, defending the board's proposed nominees from claims they did not possess the relevant experience or independence to guide Target through the retail recession. Proxy Governance apparently agreed with the dissenters, at least in the case of two nominees:
"We are disappointed that Egan-Jones has recommended withholding votes from two Target nominees on the basis of minimal, ordinary course business transactions conducted between Target and their companies. These two directors fully meet the independence standards of the SEC and NYSE.
As the FT noted earlier this week, Ackman's proxy fight has cost at least $15 million thus far, one of the most expensive proxy battles in history. For most of this battle, that has looked like money poorly spent. But as the shareholder vote comes closer, suddenly Ackman has some momentum. The question is: Will it be enough to save Ackman's investment (his fund solely invested in Target has lost almost 90% of its value since 2007)? Or is $15 million enough to at least save face? - Tom Groppe @dealscape: Follow me on Twitter
See Bill George's column on the proxy battle from TheDeal.com
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