Stockholders' Rights Plan

12 Months Ended

Dec. 31, 2014

Stockholders' Rights Plan

Stockholders' Rights Plan

Note 22: Stockholders’ Rights Plan

On September 12, 2012, the Company and the Bank, as rights agent, entered into the Amended and Restated Rights Plan and Tax Benefits Preservation Plan (the “Rights Plan”).  The Rights Plan amended the Rights Agreement, dated September 17, 2002.  The purpose of the Rights Plan is to protect the Company’s deferred tax asset against an unsolicited ownership change, which could significantly limit the Company’s ability to utilize its deferred tax assets.  The Rights Plan was ratified by the Company’s stockholders at the Company’s 2013 annual meeting.  The Rights Plan was also amended in connection with the Company’s issuance of 15,525,000 shares of common stock in the second quarter of 2014.  This 2014 amendment allowed two investors to acquire more than 5% of the Company’s common stock.  For a description of the Rights Plan, please refer to the Company’s Form 8-A, filed September 13, 2012.