It has been a bit amusing to see both Brookdale Senior Living and Ortelius Advisors claim victory with Institutional Shareholder Services’ report on the upcoming July 11th stockholders vote on the new slate of directors for the Board. For Ortelius, ISS recommended voting for Steven Vick and Lori Wittman, two of the six nominees that Ortelius put forth in March, while also acknowledging the benefit of Ortelius’s efforts on initiating needed change at Brookdale. Meanwhile, Brookdale rejoiced at ISS effectively recommending that shareholders’ not hand control of the Board to Ortelius by only supporting two of the six nominees and pointing out Ortelius’s lack of details in the turnaround plan and in the potential monetization of struggling assets.
ISS also raised the question of the current Board’s independence in overseeing the CEO search process, after three of the four recent additions to the Board already had connections to other directors and insiders. Could they be trusted to find the right person as CEO? Could they be trusted in general, or is more change needed? There are still a couple of weeks until the vote, so we’ll see what additional barbs are thrown, and if the temperature will rise.
