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  4. CytoDyn Inc (CYDY) Message Board

MD V did bring up one point that I found plausible

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Post# of 154011
(Total Views: 714)
Posted On: 07/28/2020 1:16:41 PM
Posted By: ohm20
Quote:
MD V did bring up one point that I found plausible -- that BP or other investment group would likely be interested in a hostile takeover of CYDY's executive team/BOD in order to exert their control. Like a corporate virus. Probably be easier and less costly than trying to do an outright buyout.



They could possibly remove the directors and the CEO but good luck pushing a buyout unless they own either 85% of the stock, wait three years or convince 2/3rds of shareholders (exempting whomever is involved in the takeover) to vote in favor of it.

Interested stockholder is anyone owning 15% of the shares or more.

Quote:
(a) Notwithstanding any other provisions of this chapter, a corporation shall not engage in any business combination with any interested stockholder for a period of 3 years following the time that such stockholder became an interested stockholder, unless:

(1) Prior to such time the board of directors of the corporation approved either the business combination or the transaction which resulted in the stockholder becoming an interested stockholder;

(2) Upon consummation of the transaction which resulted in the stockholder becoming an interested stockholder, the interested stockholder owned at least 85% of the voting stock of the corporation outstanding at the time the transaction commenced, excluding for purposes of determining the voting stock outstanding (but not the outstanding voting stock owned by the interested stockholder) those shares owned (i) by persons who are directors and also officers and (ii) employee stock plans in which employee participants do not have the right to determine confidentially whether shares held subject to the plan will be tendered in a tender or exchange offer; or

(3) At or subsequent to such time the business combination is approved by the board of directors and authorized at an annual or special meeting of stockholders, and not by written consent, by the affirmative vote of at least 66 2/3% of the outstanding voting stock which is not owned by the interested stockholder.


https://delcode.delaware.gov/title8/c001/sc06/index.shtml


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