* Shinsei plans to issue stock warrants to dilute SBI stake
* To seek nod for poison-pill defense from shareholders at
* Shinsei says has asked SBI to extend tender deadline
* SBI may file court injunction to try to block Shinsei's
TOKYO, Sept 17 (Reuters) - Shinsei Bank's board has
decided to use a poison-pill defense against an unsolicited $1.1
billion bid from shareholder SBI Holdings, the Japanese
lender said on Friday, as it scrambles for ways to thwart the
Shinsei plans to issue stock warrants to existing
shareholders which would dilute SBI's stake, it said in a
statement after a board meeting.
The Tokyo-based company said it had asked SBI to extend its
tender offer deadline to Dec. 8 from Oct. 25. It also said it
would seek approval from shareholders for the poison-pill
defense at an extraordinary meeting.
While Shinsei did not say when the meeting would be held,
the Nikkei financial daily reported it would be in November.
In response, SBI said in a statement that it was considering
filing a court injunction against the takeover defense measure
and making a shareholder proposal for a board reshuffle.
It also said an extension of the tender offer deadline would
only harm the interests of shareholders.
SBI - which owns Japan's largest online brokerage, operates
an online bank and has stakes in regional banks - said last week
it planned to lift its stake in Shinsei to as much as 48% from
20%. It is offering 2,000 yen per share, a 39% premium to
Shinsei's share price before the announcement.
The hefty premium may make it tough for Shinsei to win over
the required majority support from shareholders.
Much may turn on how the Japanese government, which owns 22%
of Shinsei, will vote. Shinsei still owes the government 350
billion yen ($3.2 billion) after receiving public funds during
Japan's banking crisis two decades ago.
Shinsei is also talking to other potential suitors, but it
has been hard to find one willing to top SBI's offer, sources
familiar with the matter said.
($1 = 109.8200 yen)
(Reporting by Makiko Yamazaki Additional reporting by Sakura
Editing by Himani Sarkar Mark Potter)