A major independent proxy advisory firm is backing activist investor Ancora’s call for shareholders to vote against three Forward Air board members at the company’s upcoming annual meeting.
Institutional Shareholder Services Inc. (ISS) has recommended that Forward’s (NASDAQ: FWRD) shareholders reject the reelection of Chairman George Mayes and directors Javier Polit and Laurie Tucker, according to a Monday statement from Ancora Holdings Group.
Ancora has blamed the trio for overseeing a controversial merger with freight forwarder Omni Logistics. That deal has been publicly panned as it was structured through a series of transactions to circumvent a vote from shareholders. It also left Forward with a debt-laden balance sheet (5.3 times net debt leverage at the close of the first quarter) and ceded a 38% equity stake and voting bloc to Omni’s private equity backers.
Shares of FWRD tanked following the August 2023 deal announcement and are down 85% since.
The company acquiesced to shareholder pressure earlier this year, agreeing to undertake a strategic review of its options, which potentially include selling the company to private equity. Ancora has since accused Forward of “slow-walking” the review process, saying that it only recently executed nondisclosure agreements with interested parties.
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