Netflix uses 'poison pill' to prevent hostile takeover
-听Netflix聽Inc adopted a poison pill defense against a hostile takeover, days after activist investor聽Carl Icahn聽disclosed a stake in the video rental company.
The move is aimed at preventing an outsider who lacks聽Netflix聽board approval from accumulating a stake of 10 percent or more, the company said in a statement. The board approved the provision on Friday. It remains in effect for three years.
The poison pill is a common strategy used by companies in response to Icahn.
On Wednesday, Icahn disclosed that he had amassed control of 10 percent of聽Netflix聽shares, but most of his purchases were in the form of call options. The billionaire, who is known for shaking up management, said he saw聽Netflix聽as an attractive acquisition target for a number of companies.
The poison pill defense "is intended to protect聽Netflix聽and its stockholders from efforts to obtain control of聽Netflix聽that the Board of Directors determines are not in the best interests of聽Netflix聽and its stockholders," the company said in a statement.
The plan is not intended to interfere with any merger, tender or exchange offer, or other business combination approved by the board, the company added.
Icahn was not immediately available to comment on Monday.
Netflix聽has been the subject of periodic acquisition speculation, with Microsoft Corp and Amazon.com Inc among the names that have surfaced.
Brett Harriss, an analyst with Gabelli & Co, said he disagreed with the approach taken by聽Netflix聽in response to Icahn. "We don't support poison pills. They serve to entrench management and the board of directors to the expense of shareholders," Harriss said. "It's frustrating to see the board of directors respond this way."
Netflix聽was a Wall Street darling with red-hot growth that boosted shares as high as $304 in July 2011. Many investors soured on the company after it imposed an unpopular price rise in the face of new competition, and increased spending on content and an international expansion.
CEO Reed Hastings argues it is worth the investment to get into foreign markets ahead of rivals. The company projects a fourth-quarter loss due to start-up costs in four Nordic countries.
Netflix聽shares were up 0.9 percent at $77.57 on Monday morning on the Nasdaq.
