Lions Gate to Count Ichan’s Stake in Vote

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Lions Gate Entertainment Corp. on Friday said it will change the conditions necessary to approve a “poison pill” shareholder rights plan designed to discourage hostile takeover efforts such as the one now being waged by Carl Icahn.

Under the new rules, the Santa Monica film and TV studio said it will count votes held by the billionaire activist investor, who now controls nearly 19 percent of common shares and is trying to acquire more. Shareholders are scheduled to vote on the rights plan at a May 4 special meeting.

Icahn has offered to buy shares he doesn’t own for $7 per share, an offer he sweetened last week from an initial $6 percent bid. Lions Gate’s board said the latest offer is still too low.

The company, whose corporate headquarter are in Vancouver, B.C., previously planned to exclude Icahn’s votes in deciding whether to adopt its poison pill, but backed down after proxy advisory firm RiskMetrics Group, formerly known as Institutional Shareholder Services, recommended shareholders vote against it.

Lions Gate “believes that partial bids are inherently coercive and that the shareholder rights plan is fair to all shareholders,” the company said in a Friday letter to shareholders.

Lions Gate shares closed up 29 cents, or 4.2 percent, at $7.18 on the New York Stock Exchange.

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