Target Chairman Takes Hands-On Role in Post-Breach Vacuum

Target Corp. (TGT), facing a leadership void after abruptly replacing its chief executive officer this week, has turned to seasoned director Roxanne Austin to play an unusually active role as interim chairman.

Austin, a 12-year veteran of the board, will be a hands-on adviser to temporary CEO John Mulligan, who was elevated to the top job after serving as chief financial officer. Austin plans to start by working at the retailer’s headquarters in Minneapolis almost daily, the company said.

“She’s always been very thoughtful in providing counsel,” Mulligan said yesterday in an interview. “Roxanne is very active, very engaged.”

Mulligan said Austin had already served as a mentor of sorts before he took over for Gregg Steinhafel, who resigned as chairman and CEO on May 5. Mulligan only became chief financial officer two years ago following a career in the accounting department. The two will work closely now to restore Target’s reputation -- and its sales -- damaged by a massive breach of customer data.

“The unusual situation at Target, with its succession gap, seems to be dictating an unusual solution,” said Espen Eckbo, director of the Center for Corporate Governance at Dartmouth’s Tuck School of Business Administration.

Photographer: Michael Clancy/Bloomberg News

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Roxanne Austin

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Photographer: Michael Clancy/Bloomberg News

Roxanne Austin

Finance Experience

Austin has a diverse background, serving on boards ranging from pharmaceutical giant Abbott Laboratories to Ericsson AB, the world’s largest maker of wireless equipment. She’s also been president of satellite-television provider DirecTV and chief financial officer of Hughes Electronics Corp.

The 53-year-old Austin will need to leverage all her skills and experience to help guide Target through the current tumult. While the credit-card breach has grabbed the most headlines since it became public in December, the retailer faces other challenges.

The chain now needs to find a new CEO, turn around its botched expansion into Canada and win back U.S. shoppers who were scared off by the data theft. There also could be more fallout from the breach, which led to the theft of credit-card data for 40 million customers and a sales decline.

A report on what went wrong, produced by Verizon Communications Inc. on behalf of the financial institutions involved, could reveal more embarrassing details. Bloomberg Businessweek reported in March that Target had ignored warnings from its hacker-detection tools, missing an opportunity to stop the attack sooner.

Stock Drop

Target’s stock also has taken a hit following Steinhafel’s surprise exit, falling 7 percent in the two days after the announcement. Today the shares rose less than 1 percent to $58.13 at the close in New York.

Austin, described by former colleagues as smart, creative and well-liked, serves as chairman of the Target board’s audit committee. That group is responsible for assessing all manner of risk at the company and has focused on how the breach could damage its finances, including litigation.

“She’s great on operations as well as strategic finance, and she is regularly voted as one of the top audit chairs in U.S. business,” said John J. Keller, vice chairman and head of the global technology, media and telecom practice at executive recruiter CTPartners.

Takeover Fight

Before taking on her current position, Austin may be best known for her stint as president of DirecTV early last decade when it was a unit of Hughes Electronics. After serving as Hughes’s CFO and then an executive vice president, she was promoted to president and chief operating officer of DirecTV in 2001.

Austin is credited with turning it around at the time that Rupert Murdoch’s News Corp. and EchoStar Corp. were fighting over acquiring it. She vowed not to get distracted by a possible takeover.

“I told myself I’m going to forget about the word ‘merger,’ I’m going to focus solely on the business,’” Austin said in a 2003 interview with Forbes.

She cut about 10 percent of the staff, shuffled executives into new roles, improved service for subscribers, expanded local-channel coverage and extended an exclusive deal to show National Football League games that also expanded the relationship to include a DirecTV channel dedicated to the sports league.

Deloitte Experience

Austin, a golfer who lives in Orange County, California, was born in the tiny town of Calico Rock, Arkansas, and graduated from the University of Texas at San Antonio. She started her career at Deloitte & Touche LLP, where she worked on mergers and acquisitions for eight years before joining Hughes.

Austin brings a blend of finance and technology experience to the companies she’s involved with, said Nancy McKinstry, CEO of the Dutch publisher Wolters Kluwer NV and a director at Abbott. McKinstry also was formerly at Ericsson, where Austin serves.

“Because of her accounting and deals background, combined with her knowledge of technology, she brings a deep perspective to discussions,” McKinstry said. “She’s also a great communicator.”

In addition to serving on Target’s board and its finance committee, Austin is a director at Abbott and head of the audit committee. She’s also a director at Ericsson, Teledyne Technologies Inc. and AbbVie Inc.

Though she’s recognized within director circles -- she was named one of the 50 most influential people in boardrooms last year by the National Association of Corporate Directors -- she isn’t well known by the broader business community.

“She’s a workhorse, not a show horse,” said Susan Stautberg, head of Women Corporate Directors, which advocates for more diversity and good governance in boardrooms.

To contact the reporters on this story: Matt Townsend in New York at mtownsend9@bloomberg.net; Carol Hymowitz in New York at chymowitz1@bloomberg.net

To contact the editors responsible for this story: Nick Turner at nturner7@bloomberg.net Stephen West

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