yikes greengiant.....lol...i am just an ole trader, bud.......you are putting me on the spot.......i havent had but two cups of coffee...lol.......before i responded to this i went back in my 1400 or so saved financial favorites and actually was able to find this bad boy..http://swopec.hhs.se/hastef/papers/hastef0102.pdf....but much is written about this......in essence, a 13d filing just increases the 5% take by insiders.......sometimes the company will actually offer a dividend with those shares, or an opportunity to buy at a discount to existing shareholders at some prearranged discount.........i am not saying that this is the thinking with the increased a/s......but its possible........think about it........who is the only kid on the block right now??.........nflx right..........believe it or not, wallstreet doesnt like monopolies.......the bbi version for all intents and purposes is a giant bust, and in fact bbi may not even make the cut, imo......the numbers stink......so if king kong(nflx) decides they cant cope with the competition or bbi needs to up their numbers.......you "could"/"anything is possible" see a hostile t/o.........the poison pill merely dilutes the company so damn bad, its virtually impossible to do, once the pp is enacted........how'd i do?? thats all you get..........lol........do your own dang search.......lol......i am old......i need coffee.......havent had breakfast.......leave me alone.......lol
greengiant/xbigshot1: If I may add to the "poison pill" discussion here. I brought this possibility up the day the 25BB O/S was announced. In another stock I'm invested in (NEOM), they have such a plan in place. Enjoy. ;) lns
"Some of the provisions of our Certificate of Incorporation and bylaws could make it more difficult for a third party to acquire us, even if doing so might be beneficial to our stockholders by providing them with the opportunity to sell their shares at a premium to the then-current market price. On December 10, 1999, our Board of Directors adopted a stockholders rights plan and declared a non-taxable dividend of one right to acquire Series A Preferred Stock of NeoMedia, par value $0.01 per share, on each outstanding share of NeoMedia common stock to stockholders of record on December 10, 1999 and each share of common stock issued thereafter until a pre-defined hostile takeover date. The stockholder rights plan was adopted as an anti-takeover measure, commonly referred to as a "poison pill." The stockholder rights plan was designed to enable all stockholders not engaged in a hostile takeover attempt to receive fair and equal treatment in any proposed takeover of NeoMedia and to guard against partial or two-tiered tender offers, open market accumulations, and other hostile tactics to gain control of NeoMedia. The stockholders rights plan was not adopted in response to any effort to acquire control of NeoMedia at the time of adoption. This stockholders rights plan may have the effect of rendering more difficult, delaying, discouraging, preventing, or rendering more costly an acquisition of NeoMedia or a change in control of NeoMedia. Certain of our directors, officers and principal stockholders, Charles W. Fritz, William E. Fritz and The Fritz Family Limited Partnership and their holdings were exempted from the triggering provisions of our "poison pill" plan, as a result of the fact that, as of the plan's adoption, their holdings might have otherwise triggered the "poison pill".
In addition, our Certificate of Incorporation authorizes the Board of Directors to designate and issue preferred stock, in one or more series, the terms of which may be determined at the time of issuance by the Board of Directors, without further action by stockholders, and may include voting rights, including the right to vote as a series on particular matters, preferences as to dividends and liquidation, conversion, redemption rights, and sinking fund provisions.
We are authorized to issue a total of 25,000,000 shares of Preferred Stock, par value $0.01 per share. We have no present plans for the issuance of any preferred stock. However, the issuance of any preferred stock could have a material adverse effect on the rights of holders of our common stock, and, therefore, could reduce the value of shares of our common stock. In addition, specific rights granted to future holders of preferred stock could be used to restrict our ability to merge with, or sell our assets to, a third party. The ability of the Board of Directors to issue preferred stock could have the effect of rendering more difficult, delaying, discouraging, preventing, or rendering more costly an acquisition of NeoMedia or a change in NeoMedia's control thereby preserving control by the current stockholders."
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