Ackman lost see below his letter of prepared remarks and his interview with CNBC yesterday and also his post reaction

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Pershing Square Comments on Today’s ADP Election Results

NEW YORK--(BUSINESS WIRE)--Pershing Square Capital Management, L.P. (“Pershing Square”) comments on today’s ADP (NASDAQ: ADP) shareholder vote:

Pershing Square congratulates the members of the ADP board on their reelection after a hard-fought proxy contest. Pershing Square is committed to working constructively with the board and management as it continues to actively monitor its investment.

With respect to today’s election results, in order for Bill Ackman to have been elected to ADP’s board, he needed to receive the tenth most number of votes of any director. The ADP director that received the fewest votes on ADP’s board was Mr. Eric Fast. By comparing Mr. Fast’s vote with Mr. Ackman’s vote, shareholders can measure the degree of support for Mr. Ackman.

As of the most recent preliminary vote count, Bill Ackman received 81 million out of the 259 million votes cast for Eric Fast and Bill Ackman combined, or more than 31% of the votes cast. Furthermore, Mr. Fast also received 62 million withhold votes as a result of proxy advisor ISS’s recommendation that shareholders support Bill Ackman’s election by withholding their votes for Mr. Fast. Had these shareholders voted for Mr. Ackman rather than withholding for Mr. Fast, Mr. Ackman would have received 62 million more votes, or 143 million versus 178 million for Mr. Fast, representing 45% of the votes cast. Had ADP been willing to use a universal proxy card for this election, Pershing Square believes that Bill Ackman would have been elected to ADP’s board.

“I am extremely gratified for the support of 31% of shareholders who voted for me and the additional 14% of shareholders who supported my election by voting against Mr. Fast,” said Mr. Ackman. “With 45% of shareholders, including the company’s second largest shareholder, supporting my election to the board, shareholders have sent a strong message to management about the need for change at ADP.”

Mr. Ackman continued: “While we did not win the election, as a result of the proxy contest, ADP’s shareholders, board, and management are now fully informed about the company’s shortcomings and opportunities for improvement. In order to win the contest, ADP has made a number of important commitments to shareholders about margin improvement, the reacceleration of growth beginning next fiscal year, and the upcoming launch of a new Enterprise HCM offering, a product which is intended to address ADP’s market share losses in the Enterprise segment. We look forward to all shareholders holding ADP accountable for its commitments to investors.”

About Pershing Square Capital Management, L.P.
Pershing Square Capital Management, L.P., based in New York City, is a SEC-registered investment advisor to investment funds.

Contacts

Media:
Pershing Square
Fran McGill, 212-909-2455
[email protected]

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