Lionsgate: defensive move in board game

Mark Rachesky will be one of its firm's board nominees

Lionsgate Entertainment hopes to add its biggest shareholder and longtime management ally to its board in a move that would help thwart a feared proxy fight by Carl Icahn.

The Vancouver-based company said Thursday that Mark Rachesky, who owns 19.8% of Lionsgate's stock, will be one of its board nominees. Icahn, who owns slightly less than 18%, has been pushing his own three new directors for the Lionsgate board but so far has failed in those efforts.

Rachesky -- who once worked for Icahn -- likely will replace Mark Amin, who is not standing for re-election.

Amin joined the board when Lionsgate bought Trimark nine years ago. He will maintain an office at Lionsgate and retain a first-look arrangement for his Sobini Films.

Lionsgate hasn't said when shareholders will meet to vote for directors, but its annual meetings typically are held in September.

Rachesky said in March that he eventually intended either to join the Lionsgate board or have a representative from his investment company, MHR Fund Management, stand for election.

Lionsgate said it would announce the rest of its board slate soon. MHR has promised to support the company slate.

Two-thirds of Lionsgate's directors must reside in Canada. If elected, Rachesky would be one of four board members who live in the U.S.
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