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Technology Stocks : VLSI Technology - Waiting for good news from NASDAQ !!!
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To: Ed Nielson who wrote (5579)3/8/1999 8:46:00 AM
From: Ram Seetharaman  Read Replies (2) of 6565
 
Trigger lowered to 10 % - good news for VLSI fans asking for higher price!.

"Under the amended and restated plan adopted on March 7, the rights are triggered upon the acquisition of 10% of VLSI's common stock (persons currently holding 10% or more of the stock do not trigger the rights). Prior to amendment, the rights plan was triggered by any person or group acquiring 20% or more of VLSI's common stock. The rights plan as amended also removes a 10-day window that potentially allowed an acquirer to redeem the rights after replacing the Board of Directors. In addition, the Board also removed a "continuing director" provision of the pre-amendment plan to bring the plan into compliance with a recent Delaware Supreme Court decision. Mr. Stein stated that "the changes will modernize the rights plan, which was last amended in 1992. The rights plan and by-law amendments are not intended to interfere with a transaction that is in the best interests of VLSI and its stockholders." Mr. Stein confirmed that the Board will continue to have the ability to redeem the rights prior to any triggering event.

The amendments to the by-laws principally relate to the procedures for meetings of the Company's stockholders and stockholder action by written consent. No change in the ability of the stockholders to take action was made. "
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