Opening up the proxies
Posted on June 15, 2009 at 5:24 pmCue the fireworks: The rulemakers at the SEC have released a draft set of guidelines that would, in the words of the corporate and securities team at Bass Berry & Sims, “appear to significantly increase the likelihood of companies being involved in an actual or threatened proxy fight with multiple dissidents.”
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A substantial majority, but a message nonetheless
Posted on May 31, 2009 at 10:10 pm
The quest by dissident shareholder Bristol Capital to snag two seats on Advocat’s board fell short Friday, garnering a not insignificant 25.6 percent of the votes cast. A year ago, Bristol’s call for the board to pursue a sale received 14 percent of shareholders’ votes. Since then, the shares (Ticker: AVCA) have lost 70 percent of their value.
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Another sign Advocat is taking Bristol’s board challenge seriously
Posted on May 29, 2009 at 6:51 amChad McCurdy, the nursing home operator’s largest shareholder – and since last spring, a board member – says he has picked up a few more shares lately and goes to great lengths to say he supports the company-nominated director candidates over the challengers from Bristol Capital.
Being a large shareholder or having investment banking relationships does not by itself add additional value to our board. I have numerous relationships with investment bankers at very large and well respected firms as do other members of your board. We listen to what our current bankers tell and draw upon other relationships for further advice and counsel.
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Advocat responds with proxy advisors’ nod
Posted on May 27, 2009 at 11:57 amThe day after disgruntled investor Bristol Capital said a proxy advisory firm told shareholders to abstain from voting for Advocat’s board members, the company says RiskMetrics also is recommending that investors not vote for Bristol’s nominees. Another advisory firm Glass Lewis is calling for the same.
“Given that the Dissident lacks a strategic plan, that its nominees do not have public company board experience and have less health care industry experience than the incumbent nominees as well as the board’s responsiveness to shareholder concerns, we will refrain from withholding support from the incumbent nominees. Accordingly, we recommend that shareholders vote for both nominees.”
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Proxy advisors almost agree with Advocat investor
Posted on May 26, 2009 at 8:18 amRiskMetrics Group says investors should withhold their votes for the two directors up for re-election at the nursing home chain. A California investment firm that owns more than 7 percent of the company (Ticker: AVCA) is pushing for big changes.
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Advocat investors push for board seats ahead of vote
Posted on May 19, 2009 at 8:24 amL.A.-based Bristol Capital, which has been critical of Advocat’s board for years over performance and compensation, makes its official overture to investors ahead of the company’s May 29 annual meeting. The short version: Bristol, which owns more than 7 percent of Advocat (Ticker: AVCA) says the company has “grossly indulgent compensation practices, ineffective management oversight and a Board that has become disconnected from stockholders and market realities.”
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For the record, no
Posted on May 5, 2009 at 12:13 pmIn its proxy statement, the board of nursing home operator Advocat says shareholders should not vote for the director candidates nominated by California investment firm Bristol Capital.
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A number that could have been a lot bigger
Posted on April 6, 2009 at 7:57 amIn its proxy statement, Gaylord Entertainment says work related to the board skirmish with big shareholder TRT Holdings cost it almost $1 million. TRT last month signed a deal to take two board seats this spring. Search for ‘proxy contest,’ where you’ll also see the tab for the recent settlement of a potential class action.
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