The stake does not give him control of the company, but, under Canadian law, he now has veto power over any transaction proposed by the company. For instance, Lions Gate’s often-rumored merger with MGM, which Icahn has consistently opposed.

Icahn has also argued that Lions Gate should leave the production business, focusing instead on distribution of independent films, leaving production to the likes of Walt Disney Co. (NYSE: DIS), DreamWorks Animation SKG Inc. (NYSE: DWA), and Sony Corp. (NYSE: SNE).

It’s hard to argue with Icahn’s analysis. Lions Gate lost money on its film business in its 2010 fiscal year ended in March. The company also lost money in its home entertainment division.

Another beef Icahn has with the company is what he calls its “absurd” overhead costs. Some of that is evident in Lions Gate’s adoption of a change-of-control provision that gave top executives a package worth $16 million if they left the company.

In response to Icahn’s newly-acquired negative hold on the company, Lions Gate this morning adopted a shareholders’ rights program that gives shareholders a right to purchase one additional share for each share owned as of July 12th and each share issued after that date. The rights become active in the event someone announces an intent to purchase 38% or more of outstanding common shares. The rights could be exercised at “a substantial discount” to the prevailing market price.

For his part, Icahn has said he will launch a proxy fight to replace Lions Gate’s board. That’s possible, but not likely, just because proxy battles are so expensive. A negotiated settlement that pays off handsomely for current managers is more likely.

Lions Gate shares have been trading around $7/share since Icahn’s offer. He has said that his offer is the only thing holding the share price at that level. One analyst has already downgraded the stock, noting that support for the $7/share price is now gone and the risk of share price declines outweighs the potential for investor gains. That about sums it up.

Paul Ausick

The Toyota (NYSE: TM) recalls of 270,000 cars will cost $228 million. (Reuters)

Sanofi-Aventis SA is considering large acquisitions in the US  (Bloomberg)

Lionsgate has set a poison pill to thwart Carl Icahn

Douglas A. McIntyre

David Tepper was at the top of the list with a $4 billion pay day. His main fund was up 130% last year. Hedge fund legend George Soros made $3.3 billion, adding to a string of unprecedented good years. Carl Icahn, a perennial member of the group made $1.3 billion. Other big players where back as well, including Steven Cohen, who runs huge fund SAIC and Eddie Lampert, the man who bought a controlling interest in Sears (SHLD) and nearly brought the company to its knees through a series of bad decisions.

The news will likely rattle Washington which has tried to create the image, especially The White House and Democratic lawmakers, that big pay on Wall St. must be vanquished.

Washington’s problem is that, unlike many bank and investment bank CEOs, whose firms received huge sums of money from the TARP to survive and who otherwise  might have no jobs at all, the hedge fund managers are beholden to no one other than their own investors. These investment groups are usually made up small groups of sophisticated institutional investors.

A hedge fund manager can lose in one year what he made in the year before. Hundreds of hedge funds closed in 2009, so the risks of running the funds can be extraordinary.

The one move that Washington can do to keep hedge fund management under control is to cap the lending that large banks make to funds that allow them to leverage their bets. These loans are often risky, but they are also often profitable to the institutional divisions of the bank, and curbing them could cost banks money at the bottom line.

For now at least, capitalism has its day in the sun, a day when an individual can make $1 billion and not be bothered by any public shareholders, the government pay czar, or anyone in Washington who is unhappy about the situation.

Douglas A. McIntyre

Stock Tickers noted as IEP, BIIB, AMLN, MOT, YHOO, WMB, APC, TWX, TWC, AMD, TELK, QRCP, LEA, TIN, and JCP.

His largest position in biotech is Biogen Idec Inc. (NASDAQ: BIIB) where  Icahn Capital owns 12.8 million shares worth about $612 million.  With all the calls for mergers in biotechs and speculation rampant that this one could be bought, this is no surprise.  But  Icahn is betting on more than just the MS treatment TYSABRI here.  Also worth noting is his almost-$124 million stake of 11.42+ million shares of Amylin Pharmaceuticals Inc. (NASDAQ: AMLN), which some have also hoped could get past its troubles and get acquired.

Icahn has two huge disappointments in technology.  His 119+ million share stake in Motorola Inc. (NYSE: MOT) was listed as being worth $530.672 million. At current market prices, that would be worth about $460 million.  And he is in much much higher than the year-end price and today’s price.  This appears lower because Motorola listed him as holding 144.1 million shares before this.  The other thorn is the Yahoo Inc. (NASDAQ: YHOO) stake listed as 60.45+ million shares worth some $737.5 million at the 12/31 filing. The good news is that would be worth around $777 million today.  But Icahn has been buried by this.  He is very long and very wrong so far, and he probably wished he never thought he could force Jerry Yang into a moment of intelligence.

In energy is where this also gets interesting.  Icahn really juiced up his position in Williams Cos. Inc. (NYSE: WMB) where his 17.475 million shares were listed as being worth over $253 million.  That was a large increase.  His other big holding is Anadarko Petroleum Corp. (NYSE: APC), with over 7.6 million shares being listed as worth more than $293 million.

Icahn Capital is out of Time Warner Inc. (NYSE: TWX) and also holds no Time Warner Cable (NYSE: TWC).  He had greatly pared down his stake there already, but that is now history.  Jeff Bewkes has to answer one less unpleasant telephone call.  Others he has dropped entirely are Advanced Micro Devices (NYSE: AMD), Telik (NASDAQ: TELK), Quest Resources (NASDAQ: QRCP), Lear Corp. (NYSE: LEA), Temple-Inland (NYSE: TIN), and J.C. Penney (NYSE: JCP).

Again, these are not the only position he listed.  The list would be double the size if you included his positions worth a few million.  But as you can tell, billionaires and activists can have deep pockets yet no immunity from the market.  Icahn Enterprises, L.P. (NYSE: IEP) trades at $34.78, and its 52-week trading range is $19.95 to $111.53.

Jon C. Ogg
Febbruary 14, 2009

The last purchase was an additional 0.89%  of the outstanding common shares.  These shares were purchased on the New York Stock Exchange at $4.532 ($US) on average per share.  This now takes Icahn’s position to  12,235,723 shares of Lions Gate common stock.  Icahn has been long and wrong in this one, and that 12.2+ million shares is worth about 17 days of trading volume.

The reason noted was “the belief that the common shares of Lions Gate were undervalued.”  Lions Gate fell by 26% to a new 52-week low and multi-year low today alone.  That is after a 50% drop already.  The company warned on soft box office sales and revenues.

This also noted that representatives of the Icahn Affiliates have had discussions with the Chief Executive Officer and Vice Chairman of Lions Gate and intend from time to time to seek to continue to have discussions with representatives of Lions Gate.

Icahn also noted that the affiliates may buy more shares but also reserve the right to dispose of or hedge any of these securities.

So what does Icahn see here?  Is he a fan of horror and sci-fi movies and made for TV series?  More likely, he probably likes that these are down more than 60% from highs.  Shares fell by about 26% today to $3.90, which is a multi-year low close.

Lions Gate has a spotted history on the earnings front.  Before the mud slide that came in the second half of last year, this stock spent most of the four prior years trading between $8.00 and $12.00 for the US-listed shares of the Canadian company which trade on the NYSE.

Icahn Enterprises, L.P. (NYSE: IEP) is Icahn’s public private equity and real estate vehicle.  Those shares are also down almost by two-thirds over the last year.

Jon C. Ogg
February 10, 2009

As Carl Icahn and his friends are multi-billionaires, we have eliminated the positions under $50 million since smaller postions are hardly worth his time and effort. The left column is the dollar amounts and the second number is the number of shares:

• ANADARKO PETROLEUM (NYSE: APC) $970,600,000  14,775,468 shares
• BEA SYSTEMS (NASDAQ: BEAS)  $654,176,000; 41,456,016 shares
• BIOGEN IDEC (NASDAQ: BIIB)  $469,973,000; 8,256,723 shares
• CSX CORP (NYSE: CSX) $128,422,000; 2,920,000
• LEAR CORP (NYSE: LEA) 265,424,000; 9,595,954 shares
• MACYS (NYSE: M)  $133,610,000; 5,164,660 shares
• MOTOROLA (NYSE: MOT) $969,881,000; 60,466,400 shares
• J.C.PENNEY (NYSE: JCP)  $183,274,000; 4,166,271 shares
• REGENERON PHARMA (NASDAQ: REGN)  $60,568,000; 2,508,001 shares
• TEMPLE INLAND (NYSE: TIN) $71,901,000; 3,448,488 shares
• TIME WARNER CABLE (NYSE: TWC) $130,027,000; 4,711,128 shares
• TIME WARNER INC (NYSE: TWX) $213,526,000; 12,933,159
• UNUM GROUP (NYSE: UNM) $95,659,000; 4,020,960 shares
• WILLIAMS COS INC (NYSE: WMB)  $173,201,000; 4,840,724 shares

Jon C. Ogg
February 14, 2008

Jon Ogg can be reached at jonogg@247wallst.com; he does not own securities in any of the companies he covers.  Join the 24/7 Wall St. open email distribution list to hear of spin-offs, emerging IPO, break-up, reorganization, and other special situation stocks.

Icahn is a very smart and influential investor.  But it may take more than forcing a share buyback and a cell phone business auction to make this stock turn around.  That is why we listed this as one of the top stocks that may disappear this year.

Motorola shares are up about 1% to $11.60 in after-hours trading, which is actually more than 20% higher than the 52-week lows of $9.43 seen recently.  Frankly, if John Chambers & Co. wasn’t such a better competitor and if they hadn’t guided lower on tonight’s Cisco conference call these shares might be up more than this.

Jon C. Ogg
February 6, 2008

Despite this stock having been much higher, analysts have an average price target north of $61.00.  Its hard to blame the analysts for not being more bullish since Biogen failed to attract any serious bidder.  Because of that failed bidding process, we’d throw the chart out the window for any long-term patterns and even for longer-term moving averages.  But on a short-term basis it looks like $55.00 held just about the entire time as support and shares are only about 5% under where they were before the company announced it was under strategic review.  If today’s stock price and options were to remain static, we’d say options traders were braced for a move of up to $1.80 to $2.25 in either direction.  We’ll also get to see if Carl Icahn is having any "company acknowledgment or capitulation" in his quest to add three board members.

Since we saw the numbers out of Genentech (NYSE: DNA) for Rituxan, we already have much of the key data for Biogen-Idec revenues.  The rest will boil down to earnings and expense management, along with any new drug data and guidance.

• Genentech earnings won, drug sales didn’t.

Biogen Idec Inc.’s 52-week trading range is $42.86 to $84.75.

Jon C. Ogg
February 4, 2008

We don’t know the size of the stake taken if this really occurred, although one noted that the holding may be on of the larger holdings.  As J.C.Penney has a $10+ Billion market cap, there is a lot of stock that could be acquired.

We’ll probably get to find out if this is real or if this isn’t tonight, because Carl Icahn is scheduled to appear briefly on CNBC’s FAST MONEY at 5:00 PM EST. 

So far J.C.Penney shares are up a bit over 1% at $48.00, although the stock has traded as high as $49.14 today.  The 52-week trading range is $33.27 to $87.18.  While many retail stocks were punished hard, JCP shares are actually up so far in 2008.

CEO Ullman is one of Jim Cramer’s favorite CEO’s as well so we’d expect Cramer to be discussing this tonight on CNBC’s MAD MONEY as this is a retail stock and within his current trends.

Jon C. Ogg
February 1, 2008

• BEA Systems board went nuts.
• We warned about the CEO and the board being historically impervious to prior shots of getting acquired; and they have anti-takeover provisions.
• Our history of calling it a buyout candidate. We pondered its fate earlier again in the year.

-Jon C. Ogg

Jon Ogg produces the 24/7 Wall St. Special Situation Investing Newsletter; he does not own securities in the companies he covers.  You can also join the bi-weekly free email newsletter that contains more preliminary data on broader topics in IPO’s, Buyouts, Spin-Offs, Reorganizations, and more.

BELOW IS A COPY OF THE LETTER:

October 26, 2007

                                   Carl C. Icahn