Standard & Poor’s has lowered the outlook on Lionsgate to “negative” in reaction to Carl Icahn’s unsolicited tender offer to boost his stake from 19% to 29.9%.
S&P, which made the announcement Monday, rates Lionsgate at B-. It cited a variety of factors for the lowered outlook — high debt, negative discretionary cash flow, volatile earnings, limited liquidity and a track record of growth through acquisition.
Icahn launched the tender offer on March 1. He said at that point he was not trying to take over the company but wanted to exercise more influence over potential acquisitions such as MGM and the Miramax library.
If Icahn completes the tender offer — made at $6 a share — it could trigger a change-of-control default under Lionsgate’s bank agreements. S&P said the minimajor could hurt its balance sheet if it tries to defeat the tender offer.
Lionsgate stock was up 13 cents to $5.67 on Monday.
If Icahn’s stake tops 20%, it would trigger the possibility of a default in Lionsgate’s senior revolving credit line and acceleration of payments. Icahn spent several months last year threatening a proxy fight but opted to back away by the time that Lionsgate held its annual shareholders meeting in September as shareholders elected all 12 nominees to its board.
Company — home to “Precious,” “Mad Men,” “Weeds” as well as the “Saw” and Tyler Perry franchises — reported last month a loss of nearly $66 million for its third quarter ended Dec. 31 from a 15% increase in revenue of $372 million. But that was an improvement over a loss of nearly $98 million in the same period a year ago.