Goldman makes play for MPD


TORONTO -- Movie Distribution Income Fund said Monday that Goldman Sachs & Co. has proposed a low-ball takeover price for the fund's minority stake in Canadian movie distributor Motion Picture Distribution Lp.

The publicly traded income fund, which has a 49% minority stake in MPD, Canada's largest independent movie distributor, told shareholders that Goldman Sachs during recent negotiations proposed paying less than the $9-per-unit value already placed by the Wall Street powerhouse on Alliance Atlantis Communications' controlling 51% stake in MPD.

Movie Distribution Income Fund said the offer received from Goldman in writing "may be less than the price" already agreed for the 51% interest in MPD that came as part of a larger CAN$2.3 billion deal unveiled in January by Goldman and CanWest Global Communications Corp. for Alliance Atlantis Communications Inc.

The income fund added that the Goldman conditional proposals for its minority stake also are "less than expressions of interest previously received from third parties" in acquiring MPD.

"In the event that Goldman Sachs and its Canadian partner make a bona fide proposal, the trustees will carefully examine and evaluate such proposal," said Rubin Osten, chairman of the income fund's special board committee.

The news comes ahead of a scheduled June 28 court hearing into a bid by MDIF to block the CAN$2.3 billion deal for Alliance Atlantis.

That hearing has been twice delayed to give Goldman time to negotiate a takeover price for MDIF. The U.S. investment bank intends to control MPD through a Canadian partner to conform to domestic foreign ownership rules and concerns.

MDIF executives contend that the firm's 49% stake in MPD gives it veto power over the sale of Alliance Atlantis. CanWest Global and Goldman insist the takeover deal for Alliance Atlantis should be completed by late July or early August.