Icahn sued by minority shareholders

Wilmington — Billionaire investor Carl Icahn, who now owns 80 percent of CVR Energy Inc., has been sued by minority shareholders in Delaware Chancery Court, seeking to keep him from forcing a short-form merger and requiring them to sell their stock. The plaintiffs – City of Tamarac Firefighter Pension Trust Fund and the City of Miami General Employees’ and Sanitation Employees’ Retirement Fund – want the imposition of a poison pill that would require Icahn to negotiate with them to buy any additional shares, rather than allowing him to conduct an open market scheme to game Delaware law, according to the complaint. CVR issued a release June 4 saying that a short-term merger is not being contemplated at this time. Icahn is currently in the midst of a 60-day period (May 24-July 23, 2012) in which he is seeking a buyer for CVR (GM May 28, p. 12). He is seeking at least $35 per share. After that period, Icahn is under no obligation to attempt to sell CVR and does not currently intend to actively do so, saying continually shopping CVR would be disruptive to operations. If a sale of CVR is executed prior to Aug. 18, 2013, those receiving $30 per share from Icahn would also receive contingent value rights for the amount over $30. After that date, the right will expire. CVR shares have been falling in recent weeks, closing at $24.62 on June 6.