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Cable board under threat

In its attempt to buy out Time Warner Cable, Charter nominated a replacement board of directors for shareholder vote.

FILE - In this Feb. 25, 2008 file photo, Charter Communications offices are seen in St. Louis. Charter Communications Inc. said Tuesday, Feb. 11, 2014, that it's nominating a full slate of 13 candidates for election to Time Warner Cable Inc.'s board as it pushes forward with its hostile takeover bid. (AP Photo/Jeff Roberson, file)
FILE - In this Feb. 25, 2008 file photo, Charter Communications offices are seen in St. Louis. Charter Communications Inc. said Tuesday, Feb. 11, 2014, that it's nominating a full slate of 13 candidates for election to Time Warner Cable Inc.'s board as it pushes forward with its hostile takeover bid. (AP Photo/Jeff Roberson, file)Read more
    by By Bob Fernandez, Inquirer Staff Writer
    Published 

Upping the heat on Time Warner Cable Inc., rival Charter Communications Inc. formally launched a hostile proxy fight by proposing to oust Time Warner Cable's board and replace it with 13 new directors.

A proxy fight was a remaining option for Charter after Time Warner Cable rejected three buyout bids, the last in January for $132.50 a share in cash and stock.

Time Warner Cable closed at $134.90 Tuesday, down 0.59 percent.

In a proxy vote, Time Warner Cable shareholders, such as pension funds, can vote for directors nominated by the company's management or directors nominated by Charter.

"It is clear from our meetings with Time Warner Cable shareholders that there is an overwhelming desire to combine these two companies," Charter chief executive Tom Rutledge said in a statement.

TWC chief executive Robert Marcus responded by saying: "We are not going to let Charter steal the company."

Comcast Corp. could acquire Time Warner Cable's New York cable systems and others on the East Coast if Charter were to succeed with its hostile takeover.

Charter's 13 candidates for Time Warner Cable's board are:

James A. Chiddix, 68, former chief executive officer of OpenTV.

Bruno J. Claude, 55, non-executive director of Eircom Ltd., an Irish telecom operator.

Isaac Corre, 50, lecturer at Harvard Law School.

Marwan Fawaz, 51, former executive vice president at Motorola Mobility Inc.

Lisa Gersh, 55, former president of Martha Stewart Living Omnimedia Inc.

Dexter G. Goei, 42, chief executive officer at European telecom company Altice S.A.

Franklin Hobbs, 65, advisor to private Equity firm One Equity Partners L.L.C.

Neil B. Morganbesser, 48, chief executive officer of DelMorgan & Co.

Eamonn O'Hare, 50, chief financial officer of Virgin Media Inc.

David A. Peacock, 45, president of Anheuser-Busch.

Michael E. Salvati, 61, president of Oakridge Consulting Inc.

Irwin D. Simon, 55, chief executive officer of Hain Celestial Group Inc.

John E. Welsh 3d, 63, president of Avalon Capital Partners L.L.C.