Ron Burkle’s Yucaipa Cos. has filed a lawsuit in Delaware court against Barnes & Noble Inc., saying the bookseller’s shareholder rights plan creates a “slanted playing field” in favor of the controlling Riggio family.
Burkle and his Yucaipa Cos. own about 19 percent of the company’s shares. Burkle sought earlier this year to boost his stake to as much as 37 percent without triggering the “poison pill” plan but Barnes & Noble rejected that request.
Yucaipa charges that Barnes & Noble’s board has breached its fiduciary duties, and said it plans to nominate three new directors to challenge the current slate at the company’s upcoming annual meeting. In a statement, the company’s board called the complaint a “meritless lawsuit to advance (Burkle’s) own self-serving agenda.”
A shareholder rights plan, or “poison pill,” is generally implemented to deter hostile takeovers. If a shareholder tries to acquire large amounts of stock, companies give other shareholders rights to buy new shares to dilute the value of existing stakes and stave off a change of control.
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