Canada’s Maple Leaf sets out plans for poison-pill defence

Posted by Nicole Eckersley on 1st July 2010

Canadian food group Maple Leaf Foods has outlined plans to give the company time, should it receive an unsolicited takeover bid.

Maple Leaf, which is set to see the end of a shareholder agreement that divided control of the company between the McCain family and a Canadian pension fund, yesterday published proposals for a “shareholder rights plan”.

The proposals would see each shareholder given a “right” for each common share they own. If a suitor buys or tries to buy a stake of at least 20% in Maple Leaf, each rights holder would get the chance to buy shares at a 50% discount to the company’s share price – diluting the suitor’s stake.

“The rights plan is effective immediately and is designed to allow the board of directors of Maple Leaf and its shareholders sufficient time to consider fully any transaction involving the acquisition or proposed acquisition of 20% or more of the outstanding voting common shares of the company and any alternatives to such transaction that may arise and to ensure the fair treatment of shareholders should any such transaction be initiated,” Maple Leaf said.

However, it added: “The rights plan was not adopted in response to an actual or anticipated transaction.”

The rights plan comes as the shareholder agreement between the McCain family and The Ontario Teachers’ Pension Plan nears an end.

Both sides each own around a third of Maple Leaf after the fund backed the McCain family’s takeover of the food group in 1995.

Earlier this month, reports in Canada claimed that the pension fund was looking for a buyer for its 35.4% stake in Maple Leaf. The fund, however, has so far refused to comment.

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