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GW Says Ahmanson Lacks Investor Support

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Citing an unusual case of voting irregularity, Chatsworth-based Great Western Financial Corp. said that its hostile suitor, H.F. Ahmanson & Co., appears to have insufficient investor support to force Great Western to hold an annual meeting by May 6. Ahmanson, the parent of Home Savings of America, had submitted a proposal on the annual meeting date in the hopes of quickly seating three of its nominees on Great Western’s board. Last week, it appeared that Ahmanson’s move had won the backing of 53% of Great Western shareholders. But during a recount, Great Western said it found that a large, unidentified institution representing 5.2 million Great Western shares had inadvertently voted twice, leaving Ahmanson without the required majority to force an earlier annual meeting. Great Western, which has a friendly merger deal with Washington Mutual Inc. of Seattle, had delayed the annual meeting to June 13 in an effort to thwart Ahmanson’s takeover bid. Ahmanson did not dispute the apparent double voting. But it did disagree with Great Western’s tally of the illegitimate votes, and maintained that it has a majority of shareholder support for that proposal. Irwindale-based Ahmanson was scheduled to ask a Delaware Chancery Court judge Thursday to order Great Western to hold the meeting by May 6, but that hearing was rescheduled for today. Based on Thursday’s closing stock prices, Ahmanson’s offer was worth $6.21 billion, or $43.65 per share, to Great Western stockholders. Washington Mutual’s proposal was worth $5.89 billion, or $41.40 per share.

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