The Case for Considering a Shareholder Rights Plan

Against the COVID-19 backdrop, many U.S. public companies should consider the advisability of the adoption of a shareholder rights plan (also referred to as a “poison pill”) to protect against opportunistic share purchases by would-be activists or hostile acquirers, or to protect potentially valuable NOLs from a value-destructive “change of control” under the current U.S. tax code.

  • COVID-19 has resulted in unprecedented disruption in global equity markets.
  • Opportunistic hedge funds have been building significant new stakes in publicly traded companies.
  • Historical precedents support expectations for a significant uptick in unsolicited M&A activity.
  • Boards should consider implementing short duration shareholder rights plans to prevent opportunistic share accumulations and protect valuable tax assets.

Please download our white paper to learn more. 

*The file is an Adobe Acrobat PDF. If you experience difficulty opening the downloadable file, you may need to download the free Acrobat Reader.

Contacts

Mark Mikullitz Managing Director, Head of Shareholder Activism Services
Rick Lacher Managing Director, Co-Head of Board and Special Committee Advisory
Gary Finger Special Advisor
Robert G. Rosenberg Managing Director, Co-Head of Transaction Opinions and Board Advisory
Andrew Stull Managing Director, Transaction Opinions
Richard De Rose Managing Director, Transaction Opinions
Christopher Glad Director, Corporate Valuation Advisory Services
Winston Shows Senior Vice President, M&A Tax

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