Polaroid Loses Bid to Block Hostile Buyout

Polaroid Corp. lost a bid Friday in federal court in Delaware to block a hostile, $2.4-billion takeover bid by Shamrock Holdings.

In a Sept. 20 lawsuit filed in U.S. District Court in Wilmington, Polaroid accused the Burbank investment firm of numerous securities law violations, including failure to disclose key information about its bid. The Cambridge, Mass., instant photography company asked for a preliminary order to stop Shamrock from proceeding with its $42-a-share offer.

But Judge Caleb Wright denied the request, finding that Shamrock’s offer adequately disclosed sufficient information under federal securities laws.

Pleased With Ruling

Shamrock is owned by Roy E. Disney, nephew of the late Walt Disney, and his family. In addition to Shamrock, Polaroid sued Roy Disney; his wife, Patricia, and Shamrock President Stanley P. Gold.

In a statement, Gold said he was pleased with the ruling, adding that he hoped Polaroid executives will reconsider their previous rejections of offers to meet with them. Polaroid said Friday afternoon that its lawyers were still studying the court decision and will decide soon what moves the company will now make.

The two sides are scheduled to square off again next week in Delaware Chancery Court, which will consider a Shamrock lawsuit challenging Polaroid’s establishment of a special employee stock plan. Shamrock contends that Polaroid set up the plan to distribute stock to employees as an anti-takeover shield because it places some 14% of the company’s shares in friendly hands.