Dell investors may still gain after Blackstone pullout: Barron’s

NEW YORK, Mon Apr 29, 2013 — Dell shareholders could still stand to profit even after Blackstone Group LP withdrew its bid to buy the world’s No. 3 personal computer maker more than a week ago, Barron’s said.

On April 19, Blackstone’s move knocked Dell shares to a two-month low and narrowed the fight for Dell between activist investor Carl Icahn and the company’s founder Michael Dell and Silver Lake Partners, the newspaper said.

Blackstone dropped its bid for Dell at $14.25 a share, citing deteriorating demand for PCs.

On Friday, Dell’s stock closed at $13.35, below the $13.65-a-share proposed buyout from its founder and Silver Lake.

“Dell shares now look appealing because investors stand to make a small profit if the Michael Dell-led offer gets approved,” the paper said in its April 29 edition.

Icahn and Southeastern Asset Management, Dell’s largest independent shareholder that complained the buyout offer being too low, have valued the company at more than $20 a share, Barron’s said.

Icahn proposed in early March, about a month after the Dell/Silver Lake’s announced its bid, for a $9-a-share special dividend. He has not made a formal offer for Dell, which Barron’s said could involve a tender of 58 percent of the PC marker’s stock at $15 per share.

If a Icahn offer does not emerge, Wall Street analysts reckon Dell might fall as low as $10 a share, the paper said.

The planned buyout, which has angered Southeastern and other major investors, faces a tough shot of being approved, excluding its founder who owns 16 percent of the company, according to the paper.

If Dell/Silver Lake bid fails, it will be “welcome news for Dell investors, who could then benefit from alternatives that offer immediate and long-term benefits that probably far exceed $13.65 a share,” Barron’s said.

Transocean says Icahn acquired 1.56 percent stake, seeks more

NEW YORK, Mon Jan 14, 2013 — Transocean Ltd. has disclosed that billionaire activist investor Carl Icahn has acquired a 1.56 percent stake in the offshore rig contractor and is looking to increase that holding.

Icahn is seeking regulatory approval to acquire shares worth more than $682.1 million, according to a statement on Transocean’s website.

If he gets approval, Icahn would become one of Transocean’s largest shareholders with just over 5 percent of the company, based on its closing stock price of $54.09 on Jan. 11.

Transocean’s biggest shareholder is Capital World Investors, a division The Capital Group Companies Inc., which owned 5.12 percent as of Oct. 15, according to Thomson Reuters data.

Icahn’s move comes less than two weeks after Transocean agreed to pay $1.4 billion to settle U.S. government charges over BP Plc’s massive Gulf of Mexico oil spill in 2012. Transocean employed nine of the 11 workers killed in the accident.

Icahn offers to buy Oshkosh Corp for $32.50 a share

OSHKOSH, Wisc., Thu Oct 11, 2012 – Activist investor Carl Icahn on Thursday offered to buy all outstanding shares of U.S. truckmaker Oshkosh Corp. for $32.50, a 21 percent premium to their Wednesday closing price.

Icahn, who is already Oshkosh’s largest shareholder with a 9.45 percent stake, said that he plans to nominate a slate of directors for election at the company’s next annual meeting and that his offer would be subject to the election of those directors.

“Mismanagement of this company has resulted in a lost decade of shareholder value,” Icahn said in a statement. “Oshkosh needs proactive shareholders to bring a proactive management team together to weather a volatile economy.”

Oshkosh did not immediately respond to a call seeking comment. Shares of the company surged 13 percent to $30.27 on the news.

Icahn said in a statement that a tender offer would expire in 45 days, but that if at least 25 percent of the company’s outstanding shares were sold to him he would extend it.

Should he be able to boost his stake to 50.1 percent, he added, “We will demand that the current board … accelerate the upcoming annual meeting to allow the prompt election of our slate of directors so that the tender offer can close quickly.”

Navistar fires back after Icahn criticizes CEO switch

WARRENVILLE, Ill., Mon Sep 10, 2012 – Navistar International Corp. defended itself on Monday against activist investor Carl Icahn, who had said the U.S. truck and engine maker’s August hiring of a new chief executive officer was ill-advised.

The company, whose shares fell nearly 3 percent, accused Icahn of engaging in “threats, attacks and disruptions” after he made his criticisms public on Sunday.

Icahn, Navistar’s third-largest shareholder, said the truckmaker had not discussed the CEO switch with his firm, and he called the hiring of former Textron Inc. CEO Lewis Campbell a “worse-than ill-advised move.”

The company, which makes International-brand heavy trucks as well as school buses and recreational vehicles, dismissed Icahn’s complaint.

“Navistar maintains an ongoing dialogue with its shareholders and appreciates their input and views,” the company said. “After a year of dialogue, we are extremely disappointed that Mr. Icahn has chosen to pursue his unproductive tactics of threats, attacks, and disruption.”

Icahn may win one board seat at Forest Labs: sources

NEW YORK, Wed Aug 15, 2012 – Billionaire investor Carl Icahn may gain one out of four board seats he is seeking at drugmaker Forest Laboratories Inc., according to a preliminary tally of shareholder votes submitted ahead of the company’s annual meeting on Wednesday, people familiar with the matter said.

The sources cautioned that the vote was close and that certain variables could change the outcome of the bitter proxy battle – the second that Icahn has waged against the drugmaker in the past two years.

Firmer results were expected later Wednesday following the shareholder meeting in New York.

Pierre Legault, a former executive at several big drugmakers as well as a small biotechnology firm, is the Icahn nominee most likely to be elected to the board, the sources said. Icahn had also sought seats for Daniel Ninivaggi, president of Icahn Enterprises; Eric Ende, a former analyst at Merrill Lynch and Andrew Fromkin, former chief executive of Clinical Data.

Forest has rejected Icahn’s nominees, arguing they would not add any value to its board and that its directors are best placed to generate new growth for the company as generic competition curtails revenue from its two biggest products – antidepressant Lexapro and Alzheimer’s drug Namenda.

Forest has said Ende and Fromkin also have conflicts of interest, making them unfit for board positions, and rejected efforts to broker an agreement with Icahn.

Icahn says sues diabetes drug manufacturer Amylin, urges sale

SAN DIEGO, Mon Apr 9, 2012 – Carl Icahn said on Monday he has sued Amylin Pharmaceuticals Inc. to obtain more time to nominate a slate of directors he hopes will push the maker of diabetes drugs to put itself up for sale.

Icahn, whose 8.9 percent stake has made him the company’s third-largest shareholder, has faulted Amylin for failing to acknowledge media reports that it had rejected a roughly $3.5 billion takeover bid by Bristol-Myers Squibb Co.

The lawsuit was filed in Delaware, Icahn said. A copy of the complaint was not immediately available.

Amylin shares were down 49 cents, or 2 percent, at $23.63, at midday.

Motorola Solutions buys back $1.17 billion of shares from Icahn

SCHAUMBERG, Ill. – Carl Icahn and some of his affiliates sold the majority of their holdings in Motorola Solutions Inc for $1.17 billion, just over a year after the activist investor pushed Motorola Inc to split into two.

Icahn, who first invested in Motorola Inc. in early 2007, made a windfall after Motorola Mobility — the spin-off that makes cellphones and TV set-top boxes — was acquired by Google Inc for $12.5 billion last August.

On Thursday, Motorola Solutions said it bought back about 23.7 million shares at $49.15 a share, under an existing $3 billion stock repurchase program.

Shares of the company closed at $49.43 on Friday on the New York Stock Exchange.

According to a regulatory filing, Carl Icahn and some of his affiliates owned about 38.3 million shares of Motorola Solutions, or about 12 percent of the company, as of Dec. 31.

As part of the transaction, director Vincent Intrieri, a general partner of Icahn Enterprises L.P., agreed to resign from Motorola’s board.

Icahn truckmaker maneuver in focus as board deadlines near

OSHKOSH, Wisc. ― Carl Icahn’s push for influence at two U.S. truck makers returns to the spotlight this weekend as director nominations for one of those companies — Oshkosh Corp. — are due.

The billionaire investor has owned nearly 10 percent of Oshkosh since mid-year, but his interest in the Wisconsin truck maker attracted an added layer of attention last month when he bought a similarly sized stake in Navistar International Corp. While Icahn appears to have more momentum for gaining a board seat at Navistar, the Oshkosh deadline will be closely watched, especially due to the fact there are two vacant director positions.

Oshkosh CEO Charles Szews was asked about the upcoming deadline during the company’s fiscal fourth quarter earnings call earlier this week, but he repeatedly avoided commenting on the matter.

As of Friday, the combined value of Icahn’s Oshkosh and Navistar holdings is about $500 million. His move to buy considerable stakes in both companies sparked speculation that he could attempt to steer the companies into a merger. Icahn has met with management at both companies in recent months.

At Oshkosh, shareholders must submit nominations for directors by Sunday night. Shares of Oshkosh have recently traded in the $20 range, well below the $28 to $30 range in which Icahn bought.

Even as his Oshkosh value slumps, Icahn is widely believed to be more acutely focused on gaining more influence at Navistar, which — at about $3 billion in market capitalization — is more than $1 billion bigger than Oshkosh. In a filing last month, Icahn said he was interested in talking to Navistar specifically about seats on the board and on Thursday he reported a slight increase in his Navistar holdings.

Navistar signaled a willingness to cooperate with Icahn. The Illinois company extended the deadline for director nominations by a month — to Nov. 15 from Oct. 18 — shortly after Icahn first publicly expressed his interested in a seat.

Icahn throws in the towel on Lions Gate Entertainment, sells out

LOS ANGELES ― Activist investor Carl Icahn agreed to dump his stake in Lions Gate Entertainment Corp. on Tuesday, giving up on a lengthy battle for control of the film studio and producer of television hit “Mad Men.”

Billionaire Icahn and his son, Brett, will sell up to 44 million shares of Lions Gate at $7 each, the Hollywood studio said in a statement. The price is about equal to Icahn’s cost of acquiring the shares.

Lions Gate shares fell 4.9 percent to $7.15 in after-hours trading, from an earlier close of $7.52 on the New York Stock Exchange.

The billionaire investor, who waged a years-long public campaign against a studio he accused of mismanagement and over-spending, had tried to appoint his own people to the board and attempted a hostile takeover. Tuesday’s announcement signaled a cessation of hostilities, including in court.

Icahn had at one point offered as much as $7.50 a share for Lions Gate after the company rejected an earlier $6.50 per share offer. Last December, shareholders defeated Icahn’s attempt to install a dissident slate on the Lions Gate board.

The parties took their fight to court. Icahn sued Lions Gate and charged its directors had schemed to block his takeover bid, a case dismissed by the New York Supreme Court. In its own suit, Lions Gate alleged that Icahn interfered with earlier efforts to merge with Metro-Goldwyn-Mayer and other studios.

Icahn said on Tuesday he wished the company well with its future slate but added “my own ‘slate’ is pretty full at the time, and I therefore determined that it is a good time to exit.”

He is now turning his attention elsewhere: bidding more than $10 billion for Clorox Co., which makes a range of products from bleach to Burt’s Bees lotions.

Under the sale agreement, Lions Gate and MHR Fund Management, controlled by company director Mark Rachesky, bought 11 million shares each in a transaction due to close by Sept. 2.

Lions Gate has 35 business days to designate buyers for the Icahns’ remaining 22 million shares.

The parties also ended all litigation against each other.

Lions Gate CEO Jon Feltheimer said the transaction is “accretive and antidilutive” and allows the company to focus on its long-term business plan.

In addition to “Mad Men,” Lions Gate is the studio behind the films “Precious” and “Saw” and television shows “Nurse Jackie” and “Weeds.”

Forest Labs wins ISS backing in Icahn board battle

NEW YORK ― Forest Laboratories Inc. said it won backing from proxy advisory firm ISS for all 10 of its board nominees in a proxy battle with billionaire investor Carl Icahn.

Icahn, who said earlier on Wednesday that he had increased his stake in the company to 9.2 percent, has been seeking to put four representatives on the drugmaker’s board.

Icahn, however, “has not demonstrated a compelling case that change at the board level is needed,” according the Institutional Shareholder Services report. Forest released excerpts of the report in a press statement.

“We find little evidence to support the dissidents’ contention that the board has made major strategic missteps in planning for the upcoming patent cliffs,” the report said, referring to the patent expirations of Forest’s big-selling drugs Lexapro for depression and Namenda for Alzheimer’s disease.

The ISS recommendation comes after another proxy advisory firm, Glass Lewis, said on Tuesday that shareholders should back one of Icahn’s nominees — Richard Mulligan, a Harvard Medical School genetics professor who sits on the boards of biotech companies Biogen Idec Inc. and Enzon Pharmaceuticals Inc.

The Forest annual shareholder meeting is scheduled for Aug. 18.

Forest shares were off 2.8 percent at $33.79 in morning trading on the New York Stock Exchange, similar to a drop for the broader market.