Ahead of hearing, Einhorn reiterates case against Apple

NEW YORK Sat Feb 16, 2013 5:32am IST

The Apple logo is pictured at the company's flagship retail store in San Francisco, California January 23, 2013. week. REUTERS/Robert Galbraith

The Apple logo is pictured at the company's flagship retail store in San Francisco, California January 23, 2013. week.

Credit: Reuters/Robert Galbraith

Related Topics

Stocks

   
Border Security Force (BSF) soldiers ride their camels as they rehearse for the "Beating the Retreat" ceremony in New Delhi January 27, 2015. REUTERS/Ahmad Masood

"Beating The Retreat" Rehearsals

Rehearsals are on for "Beating the Retreat" ceremony which symbolises retreat after a day on the battlefield, and marks the official end of the Republic Day celebrations.  Slideshow 

NEW YORK (Reuters) - David Einhorn reiterated his arguments Friday that a judge should block a shareholder vote on Apple Inc's (AAPL.O) proposal to eliminate its ability to issue preferred shares without investor approval, days before a court hearing.

In court filings in U.S. District Court in Manhattan, Einhorn's Greenlight Capital attempted to rebut Apple's arguments that the company's proposal was "pro-shareholder."

"Apple should not be allowed to substitute its judgment for its shareholders' judgment, and should be enjoined" from letting the vote proceed, Greenlight said in a motion.

A hearing on Einhorn's motion for an injunction against the February 27 vote on the proxy proposal is set for Tuesday. A spokesman for Apple declined comment.

Greenlight sued Apple last week as part of Einhorn's larger effort to have the iPhone maker share more of its $137 billion in cash with investors.

As part of that goal, Einhorn has pushed for Apple to issue to its shareholders perpetual preferred stock with a 4 percent dividend.

Among the Apple proxy proposals up for a vote February 27 is Proposal No. 2, which would remove the company's current system of issuing preferred stock at its discretion without a shareholder vote.

Greenlight's lawsuit contends Apple violated U.S. Securities and Exchange rules by "bundling" three separate amendments to its charter into Proposal No. 2. While Greenlight supports two of the amendments, it does not back the one related to preferred stock.

Apple in a Wednesday filing argued the proposal was not bundled and that it had not forced shareholders into an unfair choice. It also noted Proposal No. 2 was supported by proxy advisory services Institutional Shareholder Services and Glass, Lewis & Co.

But Einhorn argued on Friday that ISS and Glass Lewis's support is premised on the belief that eliminating so-called "blank check" preferred stock powers enables a company to defend itself against a takeover.

"In my view, Apple is not a realistic take-over candidate because of, among other things, its enormous market capitalization," Einhorn wrote.

At Tuesday's hearing, U.S. District Judge Richard Sullivan will also hear a separate challenge by an Apple investor from Pennsylvania to block not just the Proposal No. 2 vote, but also an advisory "say-on-pay" vote on executives compensation.

The investor, Brian Gralnick, contends Apple has not disclose enough details about how it made its decisions in awarding restricted stock units to certain executives.

Apple responded that its disclosures were adequate and appropriate.

The case is Greenlight Capital LP, et al., v. Apple Inc., U.S. District Court, Southern District of New York, 13-900. (Reporting By Nate Raymond; Editing by Leslie Gevirtz)

FILED UNDER:
Photo

After wave of QE, onus shifts to leaders to boost economy

DAVOS, Switzerland - Central banks have done their best to rescue the world economy by printing money and politicians must now act fast to enact structural reforms and pro-investment policies to boost growth, central bankers said on Saturday.

Apple Earnings

Reuters Showcase

The Apple logo is pictured inside the newly opened Omotesando Apple store at a shopping district in Tokyo June 26, 2014. REUTERS/Yuya Shino/Files

Record Earnings

Apple iPhone sales trample expectations as profit sets global record  Full Article 

'Umrika' At Sundance

'Umrika' At Sundance

From Oscars to Sundance, Sharma and Revolori discuss India's 'Umrika'  Full Article 

Australian Open

Australian Open

Keys overcomes injury, Venus to make Melbourne semis  Full Article | Related Story 

Japan Hostages

Japan Hostages

Japan's Abe: new video of Islamic State captive Goto "despicable".  Full Article 

Tripoli Attack

Tripoli Attack

Frenchman, American among those killed in Tripoli hotel attack - Libyan official.  Full Article 

India’s Male Tenor

India’s Male Tenor

India’s lone male tenor wants to ‘Indianise’ opera  Full Article 

U.S. Blizzard

U.S. Blizzard

Blizzard hits Boston and New England, spares New York despite forecasts.  Full Article 

Spying Row

Spying Row

Spying program leaked by Snowden is tied to campaign in many countries.  Full Article 

Reuters India Mobile

Reuters India Mobile

Get the latest news on the go. Visit Reuters India on your mobile device  Full Coverage