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Target, Shareholder Prepare for Proxy Fight

Target Corp. said yesterday the proxy fight it had hoped to avoid at its annual meeting May 28 may be unavoidable, following an announcement by William Ackman that he intends to nominate his own slate of directors to stand against management’s slate.

MINNEAPOLIS — Target Corp. here said yesterday the proxy fight it had hoped to avoid at its annual meeting May 28 may be unavoidable, following an announcement by William Ackman that he intends to nominate his own slate of directors to stand against management’s slate.

Ackman, founder and chief executive officer of Pershing Square Capital Management, which owns a 10% stake in Target, has been pressuring the retailer to sell its credit card portfolio — a move that could boost the retailer’s stock price and enable some investors to sell their holdings at a quick profit, industry observers pointed out.

Target said it plans to re-nominate the four directors whose terms will expire this year. “Target has a long history of being responsive to shareholders and has engaged in numerous discussions with Pershing Square over a 20-month period,” the company said. It indicated Ackman had suggested that he and other executives of his choice be nominated as directors at the annual meeting; however, Target said yesterday the nominating committee of the board recommended the re-election of the four current directors whose terms are about to expire, noting that the 12-member board — including 11 independent directors — represents a “breadth of relevant and diverse experience.”

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