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Description of Flip-in. Explanation.


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Definition Flip-in. Description.

A Flip-in is an anti-takeover technique described in the Corporate Charter or bylaws that gives certain shareholders of the targeted company the right to buy additional shares in the target company at a deep discount, usually half price, if a hostile bidder acquires a certain threshold (usually 15 to 20 percent) of the outstanding shares.

The Flip-in plan's deterrent effect thus comes from the dilution caused in the target shares held by the acquirer.

No potential acquirer or other shareholder will risk to trigger a Flip-in poison pill by accumulating more than the threshold level of shares because of the threat of massive discriminatory dilution. The threshold level therefore effectively sets a ceiling on the amount of stock that any shareholder can accumulate before launching a proxy contest.

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Compare with: Anti Hostile Takeover Mechanisms  |  Flip-over  |  Targeted Repurchase

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