No Rights Plan Clause Samples
The No Rights Plan clause prohibits the adoption or implementation of a shareholder rights plan, often referred to as a "poison pill," by a company. In practice, this means the company agrees not to create mechanisms that would dilute or otherwise impede a potential acquirer’s ability to purchase shares or gain control, such as issuing new shares to existing shareholders if a takeover is attempted. The core function of this clause is to prevent management from using defensive tactics that could block or discourage mergers, acquisitions, or other change-of-control transactions, thereby ensuring that shareholders retain the ability to consider and accept such offers without artificial barriers.
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No Rights Plan. There is no stockholder rights plan, “poison pill” anti-takeover plan or other similar device in effect to which the Company is a party or is otherwise bound.
No Rights Plan. The Company has no stockholder rights plan, “poison-pill” or other comparable agreement designed to have the effect of delaying, deferring or discouraging any Person from acquiring control of the Company.
No Rights Plan. As of the date of this Agreement, there is no stockholder rights plan, “poison pill,” antitakeover plan or similar device in effect to which the Company or any of its Subsidiaries is subject or a party or by which the Company or any of its Subsidiaries is otherwise bound.
No Rights Plan. Neither the Company nor any of its Subsidiaries has any rights plan or similar preferred stock purchase plan or similar arrangement.
No Rights Plan. As of the date hereof, there is no stockholder rights plan, “poison pill” anti-takeover plan or other similar device in effect to which Parent is a party or is otherwise bound.
No Rights Plan. There is no unitholder rights plan, “poison pill” anti-takeover plan or other similar device in effect to which any Mid-Con Party is a party or is otherwise bound.
No Rights Plan. From the date of this Agreement through the earlier of termination of this Agreement and the Effective Time, the Company will not adopt, approve, or agree to adopt, a rights plan, “poison-pill” or other similar agreement or arrangement or any anti-takeover provision in the Company Organizational Documents that is, or at the Effective Time shall be, applicable to the Company, the Company Common Stock, the Merger or the other transactions contemplated by this Agreement.
No Rights Plan. The Company has not adopted any shareholders’ rights plan or any other “poison pill.”
No Rights Plan. The Company shall not adopt or implement any stockholder rights plan, “poison pill” or similar anti-takeover agreement or plan, in each case that would prohibit, restrict or delay, or otherwise be applicable to, the Merger.
No Rights Plan. From the date hereof and for as long as the Purchaser, its affiliates or designees, beneficially owns Common Stock, without the prior written consent of the Purchaser, the Company shall not adopt or enter into any “poison pill” rights plan or any similar plan or agreement or declare or pay any dividend of any rights to purchase stock of the Company in connection with such a plan or agreement.