Pershing Drops Contention in Ceridian Acquisition

September 10, 2007 ( - Ceridian Corp said Saturday it has resolved a proxy battle with its biggest shareholder, which has been blocking the payroll processing company's acquisition by Thomas H. Lee Partners LP and Fidelity National Financial Inc.

According to Reuters, hedge fund Pershing Square Capital Management LP will stop contesting the sale, which is set for about $5.2 billion, or $36 per share.

Ceridian had been battling with Pershing Square, which at first wanted the company to spin off its Comdata division and replace its board. In April, the firm announced that it fired the president of its Comdata division on allegations that he held unauthorized meetings and disclosed confidential information to Pershing over a possible Comdata spinoff (see  Ceridian Fires Comdata President Over Information Leaking Allegations ).

Pershing Square , led by activist William Ackman, also argued that Ceridian was worth more than the $36 per share the offer would bring. The contention led to a proxy battle over the directors which would be appointed to the company’s board.

Ceridian said in a press release that it had agreed to increase its board to eleven, appointing three of Pershing Square’s nominees, including John Barfitt, Robert Levenson, Gregory Pratt, as well as Pershing Square’s own Paul Hilal.

The Minneapolis Firefighters’ Relief Association was also dissatisfied with the Ceridian deal, bringing a lawsuit that said the buyout price was too low (See Ceridian Settles with Pension Fund over Acquisition Deal). Ceridian settled the suit with the pension fund in July.