Note 13 - Shareholder Rights Plan

12 Months Ended

Dec. 31, 2016

Notes to Financial Statements

Stockholders' Equity Note Disclosure [Text Block]

13.

Shareholder Rights Plan

On

April

 

4,

2008,

the Board of Directors of the Company adopted a Shareholder Rights Plan (the

“2008

Plan”) that replaced the Company’s former Shareholder Rights Plan. Under the

2008

Plan, the Rights generally become exercisable if:

(1)

 A person becomes an “Acquiring Person” by acquiring

15%

or more of the Company’s common stock, or

(2)

 A person commences a

tender

offer that would result in that person owning

15%

or more of the Company’s common stock.

In the event that a person becomes an “Acquiring Person,” each holder of a Right (other than the Acquiring Person) would be entitled to acquire a number of shares of preferred stock equivalent to shares of the Company’s common stock having a value of twice the exercise price of the Right. If, after any such event, the Company enters into a merger or other business combination transaction with another entity, each holder of a Right would then be entitled to purchase, at the then-current exercise price, shares of the acquiring company’s common stock having a value of twice the exercise price of the Right.

The current exercise price per Right is

$75.00.

The Rights

may

be redeemed in whole, but not in part, at a price of

$0.01

per Right (payable in cash, shares of the Company’s common stock, or other consideration deemed appropriate by the Board of Directors) by the Board of Directors only until the earlier of:

(1)

 The time at which any person becomes an “Acquiring Person,” or

(2)

 The Expiration Date.

At any time after any person becomes an “Acquiring Person,” the Board of Directors

may,

at its option, exchange all or any part of the then outstanding and exercisable Rights for shares of the Company’s common stock at an exchange ratio specified in the

2008

Plan. Notwithstanding the foregoing, the Board of Directors generally will not be empowered to affect such exchange at any time after any person becomes the beneficial owner of

50%

or more of the Company’s common stock.

In connection with the establishment of the

2008

Plan, the Board of Directors approved the creation of Preferred Stock of the Company designated as Series B Junior Participating Cumulative Preferred Stock with a par value of

$0.01

per share. The Board also reserved

175,000

shares of preferred stock for issuance upon exercise of the Rights. Until a Right is exercised, the holder will have no rights as a stockholder of the Company, beyond those as an existing stockholder, including the right to vote or to receive dividends.