Reuters: Private Equity: UPDATE 1-Navistar adopts poison pill as big investors circle

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UPDATE 1-Navistar adopts poison pill as big investors circle Jun 20th 2012, 13:04 Wed Jun 20, 2012 9:04am EDT June 20 (Reuters) - Embattled U.S. truck and engine maker Navistar International Corp adopted a shareholder rights plan to "deter coercive takeover tactics" in the face of pressure from two activist investors. The company, which early this month surprised Wall Street with a quarterly loss that sent shares down as much as 28 percent, made the move days after MHR Fund Management LLC disclosed a 13.6 percent stake. That made the fund Navistar's largest shareholder after Carl Icahn, who holds an 11.9 percent stake and last year advocated a merger with rival Oshkosh Corp. Lisle, Illinois-based Navistar plans to issue current shareholders the right to buy a new series of Navistar common in the event any investor declares a 15 percent stake in the company or makes a tender offer that would give the investor that size stake. "The plan is designed to deter coercive takeover tactics including the accumulation of shares in the open market or through private transactions and to prevent an acquirer from gaining control of the company without offering a fair and adequate price to all of the company's stockholders," Navistar said in a statement released on Wednesday, following a regularly scheduled board meeting. Navistar shares were little changed in light premarket trading, down 8 cents to $29.30.

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