RIGHTS AGREEMENT between WEBMETHODS, INC. and AMERICAN STOCK TRANSFER & TRUST COMPANY, as Rights Agent Dated as of October 18, 2001Rights Agreement • November 13th, 2001 • Webmethods Inc • Services-computer programming services • Delaware
In the event that a Person becomes an Acquiring Person, each holder of a Right, except for the Acquiring Person and associates and affiliates thereof, will, after the end of the redemption period referred to below, be able to exercise the Right by purchasing, for an amount equal to the Purchase Price, Common Stock (or, in certain circumstances, cash, property or other securities of the Company) having a value equal to two times such amount. Notwithstanding any of the foregoing, following the occurrence of the event set forth in this paragraph, all Rights that are, or (under certain circumstances specified in the Rights Agreement) were, beneficially owned by any Acquiring Person will be null and void. However, Rights are not exercisable following the occurrence of the event set forth above until such time as the Rights are no longer redeemable by the Company as set forth below.
