A potential takeover war is shaping up between Western Australian Newspapers Ltd (WAN),the Seven Network and its boss, Kerry Stokes.
WAN has labelled statements by the Seven and Stokes as inconsistent and selective, and likened the push for board seats to a takeover campaign.
WAN, the publisher of The West Australian newspaper, has written to its 30,000 shareholders to address claims made by Seven and the broadcaster's boss Stokes about its dividend payout policy and perceived conflicts of interest.
Mr Stokes last week questioned the paper's adversarial relationship with the West Australian government and strongly criticised its flagging readership, profitability, editorial standards, distribution problems and printing facilities at a briefing in Perth.
"We do not believe Seven has given a fair and balanced picture to WAN shareholders," WAN chairman Peter Mansell said in a statement.
"We felt it was important to set the record straight ... Seven is seeking effective control of WAN without paying a premium to shareholders."
The showdown between Mr Stokes and WAN will climax on April 23 when WAN shareholders will vote on Seven's request to remove all four of the publisher's non-executive directors, including Mansell.
Seven holds 19.4 per cent of WAN and also wants Seven non-executive director Peter Gammell to join Mr Stokes on the board.
It claims that a lack of leadership has caused WAN to underperform, despite a booming WA economy.
Mr Mansell has said that Mr Stokes' attack on WAN bore a strong resemblance to how he took control of Seven without paying a control premium.
"Shareholders should ask themselves whether the extent of the resources being thrown at this is consistent with a straightforward board election or whether it is more like a takeover campaign," Mr Mansell said.
"We remain convinced that Mr Stokes wants to push the button on a `Seven Replay' by replicating the strategy he used to gain control of Seven and avoid paying WAN shareholders a premium for control."
Seven has described as a "fallacy" suggestions that it was trying to take control of the publisher by stealth.