Take-Two Rejects EA Again As Inadequate; Adopts Poison Pill Plan While Exploring Alternatives

Once again, Take-Two says it’s rejecting EA’s $26 a share hostile offering, describing it as inadequate. This is no surprise: the firm had already rejected EA’s first offer of the same amount in February. Not only did the board reject the grounds, but the company cites the opinion of its bankers, Lehman and Bear Stearns, which support that the offer is too low. It did reiterate, however, that the board is committed to exploring strategic alternatives, with third parties, or possibly even with EA. However, it does not intend to begin this process until after the release of Grand Theft Auto IV on April 29. Along with the rejection, the company announced a series of related announcements:

— The annual meeting has been moved back a week, from April 10 to April 17. Note that EA’s hostile tender offer, announced earlier this month, had been due to expire on April 11, although it could be extended.

— The company has also adopted a stockholders rights plan — sometimes called a poison pill — enabling shareholders to add to their holdings in the event that an “acquiring person” (EA) acquires 20 percent or more of the company. Of course, if the board agrees to a deal, the plan doesn’t kick in.

— Among its specific complaints to EA: The offer does not adequately take into account synergy gains or the progress Take-Two has made on its turnaround plan.