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Published on 4/21/2009 in the Prospect News Convertibles Daily and Prospect News Special Situations Daily.

Icahn extends tender offer for Lions Gate's 2.9375%, 3.625% convertibles until May 1

By Susanna Moon

Chicago, April 21 - Lions Gate Entertainment Corp. investor Carl Icahn said he delayed the deadline for the tender offer by Icahn and his affiliates for Lions Gate Entertainment Inc.'s $150 million of 2.9375% convertible senior subordinated notes due 2024 and $175 million of 3.625% convertible senior subordinated notes due 2025.

The offer will now expire at 5 p.m. ET on May 1, pushed back from 5 p.m. ET on April 20. It began on March 20.

As of the close of business on April 20, investors had tendered $149,000 principal amount of the 2.9375% convertibles and $8.73 million of the 3.625% convertibles.

"I believe Lions Gate's 'refinancing exchange agreement' - which favors a select few bondholders at the expense of all shareholders and the other bondholders - may have confused some bondholders," Icahn said in a news release. "We are therefore extending our offer."

Icahn released the statement in response to Lions Gate's announcement that it intends to exchange some of the 3.625% convertibles for new notes with a lower conversion price.

For each $1,000 of principal amount, Icahn's group said it will pay $750 for the 2.9375% convertibles and $730 for the 3.625% convertibles plus accrued interest to the purchase date.

As previously noted, Icahn had been in discussions with the company about adding some designees to the board of directors. In a prior statement included in a schedule 13D/A filing with the Securities and Exchange Commission, Icahn said these discussions were terminated because agreement could not be reached about some aspects of the standstill agreement that Lions Gate required as a condition to installing those board members.

The investor and his affiliates own 14.5% of the company's common stock.

D.F. King & Co., Inc. (Edward McCarthy or Kristian Klein at 212 269-5550) is the information agent.

Lions Gate is a Santa Monica, Calif., entertainment studio.


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