VANCOUVER and NEW YORK – Telus is vowing to launch legal proceedings to quash a plan by U.S. hedge fund Mason Capital to hold its own shareholder meeting hours before the shareholder meeting that Telus has scheduled.
Earlier this month, Telus called a court-approved shareholder meeting for October 17, where all of its shareholders, including Mason, will vote on its share exchange proposal. On Friday, Mason announced it had called another meeting for earlier that same day in order to establish a minimum premium to Telus’ voting shares to be paid to shareholders in any transaction to have one class of shares.
“Mason Capital’s announcement of a second meeting the same day is an absurd tactic designed to confuse shareholders in the hope of widening the spread between the trading price of the company’s common and non-voting shares so that Mason can profit from their empty voting trading strategy,” said Telus CFO and EVP Robert McFarlane, in a statement. “We believe that Mason’s meeting and resolutions are undemocratic and invalid under Canadian law.”
Mason claims that it called the meeting after Telus refused its request to meet, and, in order to protect the rights of the telco’s voting shareholders.
“Given the oppressive actions taken by Telus to disenfranchise an entire class of shareholders, it is critical that voting shareholders have the opportunity to vote on a binding change to Telus’ articles to establish an appropriate minimum premium to be paid in any dual-class collapse transaction”, said principal and co-founder Michael Martino, in a statement. “Mason will continue to vigorously oppose Telus’ latest attempt to take value from voting shareholders and transfer it to non-voting shareholders, who include Telus’ board of directors and company executives, whose personal economic interests are directly tied to the non-voting stock."
The move is latest salvo in the battle between Telus and Mason over converting the telco’s dual share structure into one class of common shares.
– Lesley Hunter
