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Series 79: M&A, Tender Offers & Restructuring
Series 79 practice questionhardAnti-Takeover Defenses

A company adopts a poison pill that allows shareholders (other than the acquirer) to purchase additional shares at a steep discount if any person acquires more than 15% of common stock. What is the primary effect of this defense?

  1. AIt dilutes the acquirer's ownership, making a takeover more expensive or unfeasible✓ Correct answer
  2. BIt prohibits the acquirer from nominating directors
  3. CIt forces the acquirer to abandon all voting rights
  4. DIt prevents shareholders from selling any shares for a period of time
Explanation

Why AIt dilutes the acquirer's ownership, making a takeover more expensive or unfeasible

A poison pill's main effect is dilution of the acquirer's stake, discouraging hostile takeovers. The trap is assuming a poison pill blocks director nominations or restricts shareholder liquidity.

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