T.R | Title | User | Personal Name | Date | Lines |
---|
1628.1 | Half an answer, or less ... | SWAM2::MCCARTHY_LA | Martians are stealing my underwear | Wed Oct 09 1991 12:21 | 2 |
| You don't swallow your poison pill during a friendly takeover; only
during a hostile one.
|
1628.2 | Aha, so that is it! | BEAGLE::NIS | Corporate, Strong Commitments, VB Orbital | Wed Oct 09 1991 16:11 | 1 |
| Is that what the little red "thing" that came with the badge is for?
|
1628.3 | definition | SDSVAX::SWEENEY | SOAPBOX: more thought, more talk | Wed Oct 09 1991 22:18 | 18 |
| The general description of a poison pill:
When a company acquires greater than x% of the target and the Board of
Directors doesn't approve (ie a hostile takeover), the Board may issue
new stock (either common or preferred) with voting rights to holders
of the stock prior to some date in the past (typically 90 days...) thus
setting back the acquirer.
A more gen�eral definition is any large financial step that a Board of
Directors can take wn an unfriendly acquisition is attempted.
The effect is to increase the costs to the acquiring company.
The actual bylaw of Digital Equipment Corporation that applies here is
unknown to me.
Whether or not this is in the shareholders interest is the sort of
thing we discuss in SUBWAY::INVESTING.
|
1628.4 | No forced marriages... | IOSG::MEREWOOD | Richard, REO/D4-5A, DTN 830-3352 | Thu Oct 10 1991 10:18 | 19 |
| So in practice the "poison pill" in combination with other byelaw changes mean
that a successful hostile takeover of Digital is so unlikely you could almost
say it was impossible.
A friendly takeover or merger can only happen if the board of directors believe
that it represents the best interest of Digital's shareholders and the
shareholders go along with that recommendation. In the final analysis, the BOD
are elected representatives of the company's shareholders and so must act in
their interests. The BOD are not representatives of the company's management.
One thing that will not happen is for the company's shareholders to wake up
one morning to discover their share in Digital has been converted overnight into
a cash position with someone like Mitsubishi. If a takeover ever happens,
everyone will have months of advance notice. Look at the AT&T/NCR deb�cle...
Richard.
PS: I am not an investment adviser. Whatever you do, don't take anything I say
as investment advice! I don't represent anyone either...
|
1628.5 | no pills here... | TFH::LEVINE | | Tue Oct 15 1991 10:57 | 3 |
| re:.2
I didn't get any little red thing with my badge.
Does that mean I have to eat the badge????
|
1628.6 | bon apetite' | SHRCAL::MORRILL | | Thu Oct 24 1991 12:59 | 5 |
| re .5
Yes...You eat the badge...and season it with a bullet...
DLM
|
1628.7 | out of money. | GSMOKE::GCHARBONNEAU | | Mon Oct 28 1991 15:21 | 3 |
| Will they supply the bullet ?? Do we use are money from the package for
this as part of the cut back ???
|