Lionsgate sets meeting to OK poison pill

Carl Icahn pledges to block its anti-takeover plan

TORONTO -- Lionsgate on Friday summoned shareholders to Toronto on May 4 to approve a poison pill defense as it continues to fend off a $6-per-share takeover bid from Carl Icahn.

The move follows Icahn pledging to go to court to block Lionsgate's anti-takeover shareholder rights plan, and extending his unsolicited tender offer to April 30, just ahead of the special shareholders meeting in Toronto.

Lionsgate CEO Jon Feltheimer and vice-chairman Michael Burns in a statement told shareholders that their company's proposed poison pill provision does not block "control transactions, but rather encouraged certain types of takeover bids that treat shareholders equally and fairly."

The Lionsgate duo insisted Icahn's bid is "coercive" to fellow shareholders, is too low in price and should not be taken up.

Feltheimer and Burns added that Icahn has too little entertainment industry experience, and would stop Lionsgate from continuing to produce movies and TV shows or acquire library content to push down its expanding distribution pipeline.

They reiterated that shareholders should remain on side with Lionsgate current business plans.

"We believe that our disciplined and opportunistic growth strategy is paying off, and we are eager to realize the results of our long-term business plan and deliver value to our shareholders," Feltheimer and Burns said.

Icahn currently has an 18.9% stake in Lionsgate, and for more than a year has been thwarted by the studio's current management from installing his own representatives in the boardroom.