The court issued the ruling Monday, on the heels of Icahn continuing to back a merger between Lionsgate and MGM. Lionsgate and Icahn had no immediate response.
Icahn had filed the petition in Vancouver and a lawsuit in New York over the debt-to-eqiuty transaction against Lionsgate, its board and Mark Rachesky, who bought the converted shares from the company in July and saw his stake grow to 29% from 19.9%. Also named in the action were Kornitzer Capital Management and John Kornitzer, who has supported Lionsgate management.
"In my view, the Icahn Group complains of conduct which affects it not as a shareholder but a bitter bidder," wrote Justice John Savage in a 70-page opinion. "It therefore does not have the standing to bring this application."
Savage also said that the Lionsgate board's views on dealing with Icahn -- who's been in the midst of a hostile takeover attempt of the minimajor -- were "reasonably held to be in the best interests of the company."
The Rachesky deal was announced on July 20 -- a day after the 10-day truce between Lionsgate and the investor ended. At that point, Icahn had launched another hostile tender offer at $6.50 a share and promised that he'd follow through on his promise of a proxy fight to gain control of the Lionsgate board.
Icahn alleged that the "scheme" would insulate the directors and management from having to face a fair election at the upcoming annual meeting of Lionsgate's shareholders. That meeting has still not been set.
Icahn has noted that stock was acquired by Rachesky at the "bargain" price of $6.20 per share in the wake of Lionsgate advising all Lionsgate shareholders not to accept his previous tender offer of $7.00 per share because the price was allegedly "inadequate."
For its part, Lionsgate has repeatedly called Icahn's tender offers "financially inadequate and coercive." It's also asserted that Icahn's track record shows that he's been an incompetent meddler in showbiz sector and has blasted his accusations of excessive spending.
No comments:
Post a Comment