Barnes & Noble will hold a special shareholder meeting November 17 to vote on the adoption of the company’s Shareholder Rights Plan that was passed by B&N’s board of directors last fall in response to the rapid accumulation of its shares by Ron Burkle. The implementation of the poison pill was one factor that led Burkle to field an alternative slate of candidate to oppose the B&N-backed nominees led by chairman Len Riggio. It was not known whether Burkle will work to block ratification of the plan.
When the rights plan was adopted in November of 2009, B&N said that it would give shareholders an opportunity to vote to ratify the plan within 12 months, and the special meeting will provide shareholders that opportunity. Shareholders of record as of the close of business on October 21 will be eligible to vote at the meeting. In general, the poison pill limits the ability of individuals or groups to acquire more than 20% of B&N’s outstanding stock without board approval.
