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Bill Ackman Pushing for Board Seats to Control ADP
05 August 2017, 12:32 | Melanie Burgess
If Ackman misses the nomination deadline, ADP's bylaws dictate that he would have to muster the support of 33 per cent of the company's shareholders to call for a special shareholder meeting, if he does not want to wait for next year's annual meeting. We also discussed the need for transformational change at the company and expressed a willingness to work with existing management or, alternatively, an external CEO candidate, to effectuate that change.
The Roseland, N.J., human-resources software company said its board unanimously rejected the "last-minute" request, as the deadline for board nominees has been public for almost a year. Ackman said he planned to nominate five directors, including himself, to ADP's 10-member Board.
"We believe our current board has an effective balance of leadership continuity and fresh perspectives" that will help continue delivering value to shareholders, the company said in a statement.
While ADP says it is "open" to discussions with shareholders, it is unimpressed with Ackman's demands. It also wants Carlos Rodriguez, who has been ADP's CEO for almost six years, out. Friday's statement comes after Bloomberg first reported last week that Ackman had built a stake in the firm.
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Pershing Square has long admired ADP's business. Pershing Square was reportedly offered 11.10 to 11.40 each for shares that, at their late 2015 high, traded at 263.81.
ADP also couldn't resist taking a swipe at Pershing Square's recent weak performance.
Pershing Square Capital Management, L.P. ("Pershing Square") announced today that it has acquired an 8% stake in ADP (Nasdaq: ADP), making it Pershing Square's largest investment. He was an outspoken critic of the company, betting $US1 billion against it. Pershing Square now has around $10-billion in assets under management.
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