In computer networks, a proxy server is a server (a computer system or an application program) which services the requests of its clients by forwarding requests to other servers. A client connects to the proxy server, requesting some service, such as a file, connection, web page, or other resource, available from a different server. The proxy server provides the resource by connecting to the specified server and requesting the service on behalf of the client. A proxy server may optionally alter the client's request or the server's response, and sometimes it may serve the request without contacting the specified server. In this case, it would 'cache' the first request to the remote server, so it could save the information for later, and make everything as fast as possible. A proxy server that passes all requests and replies unmodified is usually called a gateway or sometimes tunneling proxy. A proxy server can be placed in the user's local computer or at specific key points between the user and the destination servers or the Internet.

21 April 2009

Third Proxy Adviser Backs Co

Federal Signal Corp. (FSS) shares rebounded Tuesday as an independent proxy advising firm became the third in two days to give the company's management a vote of confidence in its battle with an activist investor.

Federal Signal, which makes a variety of products ranging from fire trucks to sewer cleaning systems to precision tools, said that Proxy Governance Inc. recommended Federal Signal shareholders vote for the company's nominees at the annual meeting set for April 29.

The company is being challenged by one of its largest holders, Warren B. Kanders, who has nominated himself and two others for the board, urging "new blood" to turn around the company.

Proxy Governance is the third group this week to back Federal Signal, which analysts said appears to be giving investors renewed confidence in shares.

The shares were recently up 15% to $6.97 after earlier climbing as high as $7.08, a 17% gain. Tuesday's move all but erased a 17% fall Monday, when the industrial sector plummeted along with the general market.

"People are optimistic that maybe the Warren Kanders disruption for over the last couple of years is maybe going away," Next Generation Equity Research analyst Ned Borland said. "Maybe it gives people a little more faith in the management team."

The tussle between Kanders and Federal Signal has been long running. Kanders spent much of last summer trying to force his way into the chief executive position, pumping up his desire to make acquisitions and propel shareholder value. He also has claimed that the company has covered up alleged insider trading at the executive level.

Federal Signal denied all charges and in September named William Osborne as chief executive. Kanders subsequently nominated himself, Steven R. Gerbsman and Nicolas Sokolow for the board.

Kanders said in a statement Monday his group's interests are "aligned with shareholders," promising to work constructively with management and "provide them with the guidance and experience they lack."

Kanders wasn't immediately available for comment.

Federal Signal said in a Tuesday release that Proxy Governance, the independent firm, recommended the company's nominees because "the board has demonstrated appropriate oversight and a commitment to accountability to shareholders" and adding that Osborne, who is among the nominees, has the necessary experience.

Monday, RiskMetrics Group and Glass Lewis & Co., two other proxy advisers, sided with Federal Signal and said the board members have sufficient backgrounds.

Barrington Research analyst Walter Liptak said it appears "it's just too early for the shareholders to give up control."

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