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Biotech / Medical : Zonagen (zona) - good buy? -- Ignore unavailable to you. Want to Upgrade?


To: Dr. Voodoo who wrote (6974)9/3/1999 9:41:00 AM
From: Craig Markell  Read Replies (1) | Respond to of 7041
 
Zonagen Inc. Announces Rights Program
THE WOODLANDS, Texas--(BW HealthWire)--Sept. 2, 1999--Zonagen Inc. (Nasdaq:ZONA - news; PCX:ZNG) today announced that its Board of Directors has adopted a Rights Plan designed to protect the Company's stockholders from coercive or unfair takeover techniques.

Terms of the Rights Plan provide for a dividend distribution of one Preferred Stock Purchase Right for each outstanding share of Common Stock to holders of record at the close of business on September 13, 1999. The Rights Plan would be triggered if an acquiring party accumulates or initiates a tender offer to purchase 20% or more of the Company's Common Stock and would entitle holders of the Rights to purchase either the Company's stock or shares in an acquiring entity at half of market value. The Company would generally be entitled to redeem the Rights at $.01 per Right at any time until the tenth day following the time the Rights become exercisable. The Rights will expire on September 13, 2002.

The Rights are not being distributed in response to any specific effort to acquire the Company. The Rights are designed to assure that all stockholders of the Company receive fair and equal treatment in the event of any proposed takeover of the Company and to guard against partial tender offers, open market accumulations and other tactics designed to gain control of the Company, without paying all stockholders a fair price. The Rights are not presently exercisable and are not represented by separate certificates. No action is required to be taken by the Company's stockholders at the present time.

Commenting on the Rights Plan, Joseph S. Podolski, the Company's president and chief executive officer, said: ``The Board of Directors believes that the Rights Plan represents a sound and reasonable means of safeguarding the interests of the Company's stockholders. The Board of Directors is not aware of any current effort of any kind to acquire control of the Company.' Mr. Podolski said the Rights Plan is similar to those adopted by over 2,000 other companies, and that details of the new Rights Plan will be outlined in the Company's Form 8-K filing with the SEC and in a letter to be mailed to stockholders of record on September 13, 1999.

Zonagen is engaged in the development of pharmaceutical products for the reproductive system, including sexual dysfunction, urology, contraception and infertility.

A copy of this press release may be obtained via facsimile by dialing 1-888-329-0920 or via the Internet by accessing zonagen.com.