M & A Law Prof Blog

Editor: Brian JM Quinn
Boston College Law School

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Wednesday, January 16, 2013

The New NOL Standard

Is it me or since Versata v Selectica have we been seeing an unusual rgowth in the use of NOL pills?  I mean, there are an awful lot of firms out there all of a sudden looking to protect net operating losses from the liklihood of an inadvertant "ownership change".   Or maybe, it's a shift of what is now the new "market" from a 10-15% trigger down to a 4.99% trigger.  Oh, Krispy Kreme adopted a NOL pill yesterday.  It's not seeking to prevent a hostile takeover, just an inadvertant change of ownership.  

-bjmq

http://lawprofessors.typepad.com/mergers/2013/01/the-new-nol-standard.html

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Comments

10% is the new 15% for activist pills. I think DE courts will closely scrutinize the use of a NOL pill in response to activism and whether crossing the threshold will have adverse economic effects.

Posted by: AnonCorpLawyer | Jan 16, 2013 6:23:18 AM

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