Martek readies 'poison pill' just in case Biotechnology

January 25, 1996|By Mark Guidera | Mark Guidera,SUN STAFF

Martek Biosciences Corp., the Columbia company developing nutritional products from microalgae, adopted a "poison pill" plan yesterday to protect the company from hostile takeovers.

Steve Dubin, Martek's chief financial officer, said the company is not a target of a hostile takeover and does not know of any potential takeover bid. The plan was adopted by Martek's board of directors, he said, so shareholders "would understand the long-term value of the company" and to protect them should a takeover attempt ever occur.

It is not unusual for emerging companies to adopt such plans, called rights agreements.

Martek's plan would be triggered if anyone acquires 20 percent or more ownership, or if a hostile takeover bid is announced. If the plan is set into motion as the result of a hostile takeover attempt, each rights holder would be able to buy common stock in Martek at half its traded share price. Should such a takeover occur, rights holders also would be able to buy stock in the acquiring company at half its traded price.

Under the plan, each stockholder as of Feb. 7 would be considered a rights holder.

Also yesterday, Salomon Brothers bumped Martek off its "recommended" list of small-cap companies. Mr. Dubin said he understands that the company was dropped from the list because it had been on it for several months and there was concern from the brokerage that a continued listing might unnecessarily drive up the company's share price.

The stock closed yesterday at $32.25 per share, down $2.

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