InterDigital Inc (IDCC)

[F6]

L2v -- oh, you are SO close, but you have made one key mistake -- think 'stock that votes separately as a class' -- for the final step of the takeover, the cram-down merger, and quite possibly/likely for other things before any cram-down such as electing or removing directors, the buyer virtually certainly will need a separate (super-)majority vote of the poison pill shares as such, as well as and in addition to a sufficient vote of the common shares

(you won't find this detail in the publicly available information re the plan -- as is the standard practice with these things, the company quite deliberately, and quite properly, will not disclose such information, as it has indeed repeatedly made clear upon inquiry) (and I haven't even gotten into the further level that any poison pill shares sold to/held by the buyer or any affiliate will virtually certainly by definition have NO voting rights, NO votes, in those separate votes by the holders of the poison pill shares in any event)

so anyway, there's the lesson you requested; any chance you might want to revise your analysis and conclusion?

(fyi, I have WRITTEN a number of such shareholder rights plans for public companies . . .)