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Ceridian Shareholders OK Buyout

The $36-a-share offer gets blessed.

SAN FRANCISCO -- Shareholders of

Ceridian

(CEN) - Get Report

ended months of speculation over the company's fate by voting to accept a buyout offer.

The company's shareholders blessed a $36-a-share offer from the

private-equity firm

Thomas H. Lee Partners

and

Fidelity National Financial

(FNF) - Get Report

, pegging the total value of the deal at $5.3 billion.

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Ceridian, which provides services for human resources management, said that shareholders representing 74% of the voting rights cast their ballots, and nearly all voted in favor of the transaction.

The vote follows

intense and bitter wrangling between Ceridian's management and its largest investor, Pershing Square Capital, over whether the buyout offer was adequate. Pershing contested the offer almost from the beginning.

The hedge fund proposed spinning off the company's transaction processing subsidiary and independently scouted out alternative buyers hoping to fetch a better price.

The back-and-forth between management and Pershing, which holds over 14% of the Ceridian's shares, battered the company's stock. In July, Ceridian's shares tumbled more than 10% from the buyout-fueled high of $35.67 reached a month earlier.

In the weeks leading up to the vote, Pershing softened its stance and declared its support for the buyout. Problems in the credit markets made it unlikely that a rival bidder would be able to arrange enough financing to top the Thomas H. Lee bid, said Pershing.

But Pershing still pressed to replace Ceridian's entire board, saying that it wanted to ensure better oversight of management in the event that the deal fell through.

Over this past weekend, Pershing called off its bid to install it own slate of directors in exchange for Ceridian's agreement to make room for four of Pershing's candidates on its board, increasing the number of directors to 11.

In addition the voting in favor in the buyout, shareholders also approved all seven of the director nominees sponsored by Ceridian's management.

"We look forward to completing this transaction as quickly as possible and we anticipate a smooth transition," said Chief Executive Kathryn Marinello, in a statement.

Ceridian shares recently edged up 2 cents $35.07.