The Grand Rapids, Michigan-based Zondervan Corporation is fighting an attempt by a group of investors to take control of the company. Zondervan, a publisher of Bibles, Christian books, and Christian music, recently filed suit against Christopher Moran, a British shareholder who is leading the takeover attempt.
Brent Clark, Zondervan’s corporate counsel, said the company filed suit to clarify what he said were inconsistencies between Moran’s public claims and papers Moran has filed with the Securities and Exchange Commission. In essence, the suit seeks court actions that would make a takeover more difficult.
Zondervan became a publicly traded company in 1976. Over the last several months, Moran has been buying Zondervan stock and now owns about 13 percent of the company’s 4.1 million shares. He has been authorized by other investors to manage an additional 24 percent, giving him control over 37 percent of Zondervan’s stock.
Moran says a majority of Zondervan’s shareholders support his bid to take control. He has demanded that Zondervan take “whatever action [is] necessary” to give his group majority representation on Zondervan’s board, but that demand has been denied. Even though Moran represents shareholders who own 37 percent of Zondervan’s stock, Clark said, that does not constitute a controlling interest.
Moran has alleged that the Christian publisher is not being operated in the best interests of its shareholders. He has proposed opening Zondervan’s 80 bookstores for business on Sundays. He also says the company should publish books other than Bibles and religious titles.
Clark said Zondervan is committed both to its Christian mission and to maximizing its profitability to shareholders. “These two missions are not incompatible,” he said. “They are best served by improving operations and performance.… If Zondervan’s Christian mission were to be compromised or somehow lost, we would lose the dedication and commitment of employees, authors, and artists who have built Zondervan’s reputation as a leading evangelical publisher.”
By Randy Frame.
