56% endorse the anti-takeover provision

Lionsgate has scored a victory in its ongoing battle with Carl Icahn, receiving the backing of 56% of its shareholders for its poison pill — even though that option has been rescinded by Canadian regulators.

Wednesday’s vote was essentially a referendum to gauge support for Icahn’s hostile bid. The results indicate that Icahn, who holds an 18.8% stake in Lionsgate, faces an uphill battle in persuading shareholders to back his takeover effort.

Lionsgate shareholders, meeting in Toronto, backed the poison pill, dubbed the Shareholder Rights Plan, with 58.9 million shares. Owners of more than 91% of Lionsgate shares participated in the vote.

The pill, tossed out by the British Columbia Securities Commission, would have made a hostile takeover more expensive by offering investors additional stock at a discount if Icahn’s stake exceeds 20%.

Icahn has been seeking to oust management, which has asserted that his $7 a share offer is a lowball bid that doesn’t fairly value Lionsgate. The minimajor noted that excluding the votes submitted by Icahn, the pill drew 70.4% support.

“Today’s outcome demonstrates that Lionsgate shareholders are serious about protecting the value of their investment in the company from financially inadequate, opportunistic and coercive offers such as the one made by the Icahn Group,” the company said in a statement.

The meeting came two days after Icahn pushed back the deadline for his takeover offer for a second time, extending it until May 21. Icahn disclosed at that point that 6.3% of shares had been tendered under the terms of his offer and most analysts expect that he will have to sweeten the offer to gain enough shareholder support to reach the 50.1% level.

Shares of Lionsgate were off 1¢ to $6.91 in trading Wednesday on the New York Stock Exchange.

Lionsgate filed an appeal last week on the poison pill recission but was rebuffed.

Lionsgate also reiterated its attack on Icahn’s offer: “We urge shareholders to continue to reject the Icahn Group’s offer by NOT tendering their shares, and for those who have, to withdraw them,” it said.

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