Industrial products maker EnPro Industries Inc. put a preferred stock purchase plan into effect contemporaneously with its spin-off by Goodrich Corp. The pill, with a 15% kick-in point, has both flip-in and flip-over features and also allows the company to issue additional common stock to the rights holders in some cases. The takeover protection mechanism has taken on added significance since recent rules changes by the Internal Revenue Service that accelerated a spun-off company’s entrance into the m&a auction market. One of the changes allows a spun-off company to be purchased after six months of freedom – compared with two years previously – without triggering tax liabilities for either the newly independent firm or its former parent. In other recent actions, directors of Alliant Techsystems Inc. restored a poison pill after going some time without one, and the following companies voted them in for the first time: BioSpecifics Technologies Corp.; Cardima Inc.; Career Education Corp.; Conrad Industries Inc.; Cree Inc.; Enterasys Networks Inc.; Enzo Biochem Inc.; FiberMark Inc.; N2H2 Inc.; O’Reilly Automotive Inc.; Resources Connection Inc.; Simplex Solutions Inc.; Stellent Inc.; and W-H Energy Services Inc.
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