Does Bull Dog have enough votes to get its anti-takeover measures?

June 23, 2007
By Ken Worsley

Bull Dog, the sauce company that is currently the target of an unsolicited takeover bid from Steel Partners, is holding its annual shareholders meeting on Sunday. At the meeting, Bull Dog’s shareholders will vote on whether or not to adopt a ‘poison pill’ anti-takeover measure in an attempt to thwart Steel Partner’s bid.

The Nikkei is reporting that Bull Dog has secured the 2/3 votes necessary to approve the measures, including votes from corporate shareholders such as Toppan Printing.

The Nikkei explains the plan quite simply:

Upon shareholder approval, Bull-Dog would issue the warrants to all stockholders. But the warrants to Steel Partners would not be converted into common stock, and cash would be paid instead. This would reduce the U.S. fund’s stake to around 3% from the current 10% or so.

Steel Partners has requested that the Tokyo District Court issue a temporary injunction to prevent Bull-Dog from issuing the equity warrants, claiming they go against the principle that all shareholders should be treated equally.

Filed Under Barbarians at the Gate, Business, M&A