In two dramatic twists in the ongoing tale of Lionsgate, Carl Icahn returned from the truce period between the parties with a $6.50 tender offer for common stock shortly before the studio announced last night  it had swapped $100m in debt for stock.
Lionsgate’s move means that Icahn’s ownership stake fell from just under 38% to 33.5% after the studio exchanged $36m of its 3.625% convertible senior subordinated notes due in 2025 and $63.7m of 2.9375% convertible senior subordinated notes due in 2024 in a private transaction. The notes were converted into 16.236m common shares.
Icahn’s latest tender offer is scheduled to expire at 8pm Eastern Time on August 25 unless extended or withdrawn. The corporate raider recently acquired most of his ownership stake in Lionsgate after he issued a tender offer at $7 per share.
Lionsgate’s board of directors will review the proposal before issuing a recommendation to shareholders.
Morgan Stanley is serving as financial advisor to Lionsgate and Heenan Blaikie LLP is serving as legal advisor. Perella Weinberg Partners LP is serving as financial advisor to the special committee of the Lionsgate board of directors.
Wachtell, Lipton, Rosen & Katz is serving as US legal advisor and Goodmans is serving as Canadian legal advisor.