Great Western Financial Corp. and H.F. Ahmanson & Co. agreed Friday to a recount of the votes in an important proxy contest.
In a statement, Great Western and Ahmanson said their lawyers had sent letters to Corporation Trust Co., the independent inspector hired by Great Western, to "recommence counting of consents" through April 15.
Ahmanson had declared victory April 9 on a series of proposals called "consent solicitations" that it submitted to Great Western shareholders. Included in these proposals was a call for Great Western to hold a shareholder meeting before voting on its planned friendly merger with Washington Mutual Inc.
But last week Ahmanson acknowledged that votes from a single shareholder were counted twice, and Great Western insisted those votes had skewed the final tally. Ahmanson insisted it had enough votes to win regardless of any double-counting.
Ahmanson sources said they hope the retabulated vote will be released early this week but acknowledged it could take longer.
The fact that the inspector will be tallying consents received through April 15 appears to help Ahmanson. The Irwindale, Calif., thrift company had declared victory as soon as a majority was achieved. By counting additional votes, Ahmanson could achieve a less disputable victory.
Analysts said a victory is vital because without it Ahmanson has few ways to force Great Western to hold a meeting before shareholders vote on Washington Mutual's offer. Great Western's board postponed the annual meeting after Ahmanson announced its hostile bid Feb. 18 but has since rescheduled it for June 13.
Last Wednesday in Delaware Chancery Court, Great Western filed affidavits explaining how it reached that date.
Great Western secretary and general counsel J. Lance Erikson said the board met April 10 and determined that May 9 was the earliest it could notify shareholders eligible to vote on the merger. The board then agreed to hold the meeting five weeks after setting the record date.
"A five-week solicitation period between the record date and annual meeting is consistent with the amount of time Ahmanson gave its shareholders between its record date and its 1997 annual meeting date," Mr. Erikson said in his affidavit.