Activist investor Carl Icahn declared an end to his brief truce with boutique film studio Lions Gate Entertainment Corp. on Tuesday, renewing his bid to take over the company and replace its board.
Icahn disclosed that he now controls 37.9 percent of Lions Gate Entertainment Corp.’s shares — although a defensive move by management to swap debt for equity cut that to 33.5 percent on Tuesday. Still, he has amassed enough of a stake that it could be difficult for the company’s management to make major decisions without his OK.
And he said he will launch another tender offer for the stake he doesn’t own, this time dropping his offer price by 50 cents to $6.50 per share. Icahn’s latest bid values the company at about $767.7 million, based on the number of shares the company had outstanding as of June 1. It would cost him $476.7 million to buy up what he doesn’t own.
Lions Gate shares fell more than 15 percent in the weeks after Icahn’s previous tender offer expired, closing at $6.03 on Monday. The stock jumped 50 cents, or 8.3 percent, to close at $6.53 on Tuesday, after the new offer was announced.
Icahn said the offer is conditioned on Lions Gate avoiding any major transaction outside the normal course of business. The company has been considering a bid for the Metro-Goldwyn-Mayer Inc. film studio, a move Icahn opposes.
After Icahn’s renewed bid, the company said it had swapped $100 million in convertible bonds for common shares at a price of $6.20. The move added 6.2 million new shares, lifting the company’s outstanding share count to about 135 million and reducing its debt.
That pushed Icahn’s stake to about 33.5 percent from 37.9 percent.
Icahn and Lions gate announced a 10-day truce beginning July 9 to give the two sides time to discuss acquisition options. That period ended Monday and apparently did not provide any breakthrough or improved relations.
In a statement Tuesday, Icahn said the company’s management and board are refusing to let shareholders have a say in the company’s future. As a result, Icahn said again that he will nominate his own slate of directors to replace the company’s board.
Lions Gate released a brief statement saying only that it will consider Icahn’s latest offer and make a recommendation to shareholders “promptly.”
Lions Gate has pointed out that the majority of its investors have spurned Icahn’s previous attempts to take control of the company.
It introduced a shareholder rights program, also referred to as a “poison pill,” earlier this month to prevent a hostile takeover. The plan would allow other shareholders to buy extra shares at a discount in case of a hostile bid, which would dilute the stake of any hostile buyer.
Lions Gate is the studio behind the Oscar-winning movie “Precious: Based on the Novel ‘Push’ By Sapphire.” It also owns the TV Guide network and produces television shows, including “Weeds” and “Mad Men.”
The company is headquartered in Vancouver, British Columbia, but has most of its operations in Santa Monica, Calif.
New FDA Rules To Take Effect For TV Drug Commercials
Those ever-present TV drug ads showing patients hiking, biking or enjoying a day at the beach could soon have a different look: New rules require drugmakers to be clearer and more direct when explaining their medications' risks and side effects.
The U.S. Food and Drug Administration spent more than 15 years crafting the guidelines, which are designed to do away with industry practices that downplay or distract viewers from risk information.
Many companies have already adopted the rules, which become binding Nov. 20. But while regulators were drafting them, a new trend emerged: thousands of pharma influencers pushing drugs online with little oversight. A new bill in Congress would compel the FDA to more aggressively police such promotions on social media platforms.
"Some people become very attached to social media influencers and ascribe to them credibility that, in some cases, they don't deserve," said Tony Cox, professor emeritus of marketing at Indiana University.
Still, TV remains the industry's primary advertising format, with over $4 billion spent in the past year, led by blockbuster drugs like weight-loss treatment Wegovy, according to ispot.tv, which tracks ads.
Simpler language and no distractions
The new rules, which cover both TV and radio, instruct drugmakers to use simple, consumer-friendly language when describing their drugs, without medical jargon, distracting visuals or audio effects. A 2007 law directed the FDA to ensure that drug risk information appears "in a clear, conspicuous and neutral manner."
FDA has always required that ads give a balanced picture of both benefits and risks, a requirement that gave rise to those long, rapid-fire lists of side effects parodied on shows like "... Read More