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Court Delays Warner Merger With Lorimar : Apparent Victory for Chris-Craft Stalls Vote on $600-Million Deal

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Times Staff Writer

A New York state judge on Tuesday ordered a halt to Warner Communications’ acquisition of Lorimar Telepictures just six days before Lorimar shareholders were scheduled to vote on the $600-million-plus merger.

The ruling signals a victory for Chris-Craft Industries, which has been Warner’s largest and most dissident shareholder since 1984 and filed the lawsuit in July.

Under the 13-page ruling, Warner could end the injunction by reducing its stake in Chris-Craft broadcasting properties to less than 25% from its current 42.5%, but analysts do not know what terms Chris-Craft might demand. Alternately, the injunction will end if Lorimar sells its three remaining television stations, but regulatory reviews by the Federal Communications Commission could delay sales for several months.

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At Lorimar’s headquarters on the former MGM studio lot in Culver City, spokeswoman Barbara S. Brogliatti said she couldn’t comment on whether the shareholder meeting will proceed Monday as scheduled in the Cary Grant Theater on the historic movie-making lot. The company’s lawyers “are in the process of reviewing the decision and do not have a comment at this time,” she said.

The court ruling and potential delay could deepen the consternation felt by Lorimar’s thinning ranks. As of late June, Lorimar employed 1,329 full-time workers, although an estimated 200 left the company after Lorimar agreed during the summer to have Warner distribute its motion pictures and videocassettes in anticipation of the merger.

Warner executives were not available for comment, and a Warner attorney in New York did not return a reporter’s call.

Chris-Craft challenged the acquisition in court because it has an agreement with Warner prohibiting either company from owning or operating broadcast stations other than those belonging to BHC Inc., a Chris-Craft subsidiary. Warner acquired a 42.5% stake in BHC in early 1984, when it welcomed Chris-Craft as a “white knight” to ward off an unwelcome takeover threat posed by publisher Rupert Murdoch. At the time, Warner granted 19% of its voting stock to Chris-Craft, but that stake had been diluted by subsequent deals to 17.1% as of May 31.

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