Examples of New Rights Plan in a sentence
If the Company implements a stockholders’ rights plan (“New Rights Plan”), the Company will provide under such New Rights Plan that the Holders of the Securities will receive, in addition to the Common Stock, the rights under the New Rights Plan (whether or not the rights under the New Rights Plan have separated from the Common Stock at the time of conversion), subject to any limitations set forth in the New Rights Plan.
In addition, if the Company implements a new rights plan (“New Rights Plan”), the Company will provide under such New Rights Plan that the Holders of the Securities will receive, in addition to the Common Stock, the rights under the New Rights Plan (whether or not the rights under the New Rights Plan have separated from the Common Stock at the time of conversion), subject to any limitations set forth in the New Rights Plan.
The New Rights Plan provides the Salix Board with the power to summarily prevent the consummation of Purchaser's non-coercive, non-discriminatory, all-cash, all-shares, premium Tender Offer.
The New Rights Plan is significantly different from the Original Rights Plan.
In addition, the Original Rights Plan had a five year term, expiring in 2005, while the New Rights Plan has a ten year term, expiring in 2013.
Axcan expects that the Alternative Slate of Directors, if elected, will, subject to their fiduciary duties: (i) redeem the New Rights Plan (or amend the New Rights Plan to make it inapplicable to the Proposed Acquisition); (ii) approve the Tender Offer under Section 203; and (iii) take such other actions as may be required to expedite the prompt consummation of the Proposed Acquisition.
In the event that the Company implements any new stockholders's rights plan, as amended, supplemented or modified from time to time (a "New Rights Plan"), such New Rights Plan shall provide that upon conversion of the Notes the Holders will receive, in addition to the Common Stock issuable upon such conversion, the rights (whether or not such rights have separated from Common Stock at the time of the conversion) issuable pursuant to the New Rights Plan.
On or about January 10, 2003, the Salix Board adopted a new stockholder rights plan (the "New Rights Plan"), commonly known as a "poison pill," which is designed to obstruct any acquisition of Salix that does not have the approval of the Salix Board.
Among other things, the New Rights Plan, if triggered, is significantly more dilutive to an acquiror because the Original Rights Plan had an exercise price of $60 Canadian (approximately $42 U.S.), while the January 2003 Rights Plan has an exercise price of $100 U.S.—more than twice as high.
The New Rights Plan was adopted without the approval of Salix stockholders and, if the New Rights Plan remains in effect and applicable to the Tender Offer, it will impede the right of Salix stockholders to decide whether to accept this premium offer for their shares and will impose an insurmountable obstacle to Purchaser's consummation of the Tender Offer.