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Subsequent Events
6 Months Ended
Jun. 30, 2012
Subsequent Events

Note 14 – Subsequent Events

On August 6, 2012 the Company adopted a stockholder rights plan (the “Rights Plan”), pursuant to which, and in accordance with its certificate of incorporation, the Company designated a new series of preferred stock titled “Series A Junior Participating Preferred Stock” and declared a dividend of one right to buy one one-thousandth of a share of such newly authorized Series A Junior Participating Preferred Stock (each a “Right” and, collectively, the “Rights”) for each share of Savient’s common stock outstanding on August 17, 2012 (the “Record Date”).

The Company elected to implement the Rights Plan in light of the current market environment, including the recent effort by certain holders of the Company’s 2018 Convertible Notes that were adverse to the best interests of the Company and its security holders. The Rights Plan is intended to enable all of the Company’s stockholders to realize the full value of their investment in the Company and to reduce the likelihood that any person or group would gain control of the Company by open market accumulation or other coercive takeover tactics without paying a control premium for all shares. The Rights Plan is not intended to deter offers that are fair and otherwise in the best interests of the Company’s stockholders.

Under the Rights Plan, the Rights in general become initially exercisable if a person or group (i) acquires beneficial ownership of 15% or more of Savient’s common stock or (ii) commences a tender or exchange offer the consummation of which would result in such person or group owning 15% or more of the Company’s common stock. In that situation, each holder of a Right (other than the acquiring person or group of acquiring persons, whose Rights will become void and will not be exercisable) will be entitled to purchase a number of shares of Savient’s common stock equal to the exercise price of the Right divided by one-half of the current market price of such common stock as of the date of the event that resulted in the Rights becoming exercisable. The Rights may be redeemed for a nominal amount at any time before any person or group becomes an acquiring person or group of acquiring persons.

The Company intends to solicit stockholder approval for the Rights Plan on or prior to the close of business on August 6, 2013, the twelve month anniversary of the Rights Plan’s adoption by the Company’s Board of Directors (the “Rights Plan Proposal”). If the Rights Plan Proposal does not receive the affirmative vote of the majority of shares present in person or represented by proxy at a meeting of stockholders duly called for such purpose and entitled to vote on the matter, then the Rights Plan will automatically terminate at the close of business on August 6, 2013. Otherwise, under the Rights Plan’s terms, it will expire at the close of business on August 6, 2015.