Proxy Fight


Also found in: Dictionary, Thesaurus, Wikipedia.
Related to Proxy Fight: preemptive right, poison pill, tender offer

Proxy fight

Often used in risk arbitrage. Technique used by an acquiring company to attempt to gain control of a takeover target. The acquirer tries to persuade the shareholders of the target company that the present management of the firm should be ousted n favor of a slate of directors favorable to the acquirer, thus enabling the acquiring company to gain control of the company without paying a premium price.

Proxy Fight

Competition of outside group with management for stockholders' proxies in order to accumulate votes to elect a new board of directors.

Proxy Fight

A situation in which two investors (usually two companies) compete with one another in the attempt to gain the proxy votes of shareholders in a third company. The two investors engage in the proxy fight because both wish to have enough proxy to elect a new board of directors that will effectively do whatever the investor wants. The winner of a proxy fight, if any, is able to control the third company through the board of directors and does not need to directly acquire it, though many often do anyway.

proxy fight

A contest among two or more opposing forces to solicit stockholders' proxies and, in effect, to gain control of the firm through the election of directors. It is usually quite difficult to wrest control from the existing management through a proxy fight, but the tactic has been used, for example, by some suitors in takeover attempts.
References in periodicals archive ?
We are continually amazed that the only time Teledyne's board does anything is when WHX commences a proxy fight,'' she said.
An expensive proxy fight between Lockheed Corporation, a producer of space systems and defense technology, and NL Industries, the parent company of two chemical companies, has resulted in an agreement to suspend newspaper advertising in order to keep costs in check.
Historically, the onus has fallen on large shareholders to engage in acts of "shareholder activism" such as takeovers, proxy fights, and shareholder proposals when the interests of management and shareholders diverge.
We regret the dissident's decision to subject the company and its stockholders to a costly, disruptive and distracting proxy fight.
The tit-for-tat blows between top Tories are turning Europe into a proxy fight for the premiership as David Cameron stumbles to retirement.
GM said it had reached a deal with an investor group that averts a proxy fight over its balance sheet and governance.
The founder could shake up the company's board of directors and may consider options, including a proxy fight or joining a private equity firm in a buyout.
In 2012, he was appointed as CEO, following the bitter proxy fight headed by activist investor Bill Ackman s hedge fund, Pershing Square Capital Management.
He said the decision may help Walter Energy in its proxy fight with British hedge fund Audley Capital Advisors LLP ahead of its April 25 annual meeting.
Management beat a proxy fight mounted by Starboard Value Management in early May in part by promising the special dividend.
4 percent) and is the largest single shareholder, announced that he has launched a proxy fight to replace the current board of directors and hire new management.
Yahoo Inc has appointed three new independent directors as it prepares for a proxy fight with activist hedge fund investor Daniel Loeb.