Maclean Hunter seems intent on playing hard to get. Four days after Rogers Communications made a $ C2.8 billion ($ 2.1 billion) bid to buy out Maclean Hunter, the takeover target has responded with a polite but firm “no thank-you.” But, as one analyst quipped, “Does no really mean no?”
The Maclean Hunter board of directors has categorized Rogers’ $ C17 ($ 12.56 )-per-share offer as “inadequate” and the Maclean Hunter executives again stated that the Toronto-based company is still considering all alternatives in response to the Rogers bid.
In a statement issued Tuesday morning, Maclean Hunter’s board outlined several strategies open to the publishing and cable empire, including selling-off its U.S. cable assets.
Those Maclean Hunter cable holdings are a key part of the Rogers bid: Rogers has offered to let Maclean Hunter shareholders participate in the profit from the sale of the U.S. cable holdings, but only if Rogers can sell them for more than $ C1.5 billion ($ 1.1 billion).
According to the Maclean Hunter board, this part of the Rogers offer doesn’t give Rogers any incentive to maximize its profits from the U.S. sale. Maclean Hunter, which also owns cable systems in Ontario, has stakes in cable systems in several U.S. states. Maclean Hunter is also considering selling or spinning-off its Canadian cable operations in response to the Rogers’s takeover bid. The Maclean Hunter statement hints that there could be other suitors in the offing as well.
The other roadblock to Rogers successfully taking over Maclean Hunter is the target company’s “poison pill” shareholders’ rights mechanism, which could make it a lot more expensive for Rogers to buy Maclean Hunter shares.
Rogers vice chairman Phil Lind has said Rogers would like to reduce the scope of the poison pill, but Maclean Hunter is now saying its shareholder rights plan could provide extra time for the Maclean Hunter board “to implement its mandate of exploring all reasonable alternatives to maximize shareholder value.”
Rogers is Canada’s largest cable system operator with 1.7 million subscribers and it would increase its market share to 33% with the Maclean Hunter acquisition. Maclean Hunter has extensive cable holdings and also tops a publishing empire that includes several daily newspapers and close to 200 magazines.