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Bitstream Inc. Adopts Shareholder Rights Plan and By-Law Amendments.


CAMBRIDGE, Mass.--(BUSINESS WIRE)--Nov. 16, 1998--Bitstream Inc. (NASDAQ NASDAQ
 in full National Association of Securities Dealers Automated Quotations

U.S. market for over-the-counter securities. Established in 1971 by the National Association of Securities Dealers (NASD), NASDAQ is an automated quotation system that reports on
:BITS) announced today that it has adopted a Stockholder Rights Plan. The Rights Plan is intended to deter coercive and unfair takeover tactics and to impede any change of control that would not be fair to all stockholders. The Plan was not adopted in response to any actual unsolicited acquisition offer made for the Company.

Under the Rights Plan, which is effective immediately, the Board has declared a dividend of one share purchase right for each share of the Company's Class A Common Stock, $0.01 par value ("Common Stock"), outstanding at the close of business on November 6, 1998. The rights have no current value and their distribution is not taxable to stockholders. Unless and until they are triggered, the rights are redeemable by the Board, are not represented by separate certificates and are transferable only with the shares to which they attach.

Under the Rights Plan's "flip-in" feature, if any person or group becomes the beneficial owner Beneficial Owner

A person who enjoys the benefits of ownership even though title is in another name.

Notes:
For example, when shares of a mutual fund are held by a custodian bank or when securities are held by a broker in street name, the true owner is the beneficial
 of 15% (or, in the case of the "grandfathered" stockholders, consisting of (A) Antonio Saladino, Gesfid, S.A. and each of their respective affiliates and associates (as such terms are defined in the Plan), collectively, and (B) each of Privest I N.V. and Privest II N.V., and each of their respective affiliates and associates collectively, 26%) or more of the Common Stock (an "Acquiring Person"), all other stockholders except the Acquiring Person will be entitled to purchase Bitstream Inc. Common Stock having twice the market value of the exercise price of the rights, which the Board has set at $18 (subject to certain adjustment provisions). In addition, under the Rights Plan's "flip-over" feature, after the Acquiring Person becomes a 15% (or in the case of the grandfathered stockholders, 26%) -or-greater beneficial owner, if Bitstream Inc. is involved in a business combination with, or sells 50% or more of its assets or earning power Earning power

Earnings before interest and taxes (EBIT) divided by total assets.


earning power

1. The earnings that an asset could produce under optimal conditions. For example, AT&T may currently be earning $2.
 to any other person, all stockholders (other than the Acquiring Person) will be entitled to purchase voting stock Voting stock

The shares in a corporation that entitle the shareholder to vote.


voting stock

Stock for which the holder has the right to vote in the election of directors, in the appointment of auditors, or in other matters brought up at the
 of the other person having twice the market value of the exercise price.

The Rights Plan will expire in ten years and the rights may be redeemed by the Board for $0.01 per right at any time prior to a person having become an Acquiring Person.

The Board has also amended the Company's By-Laws to require advance notice of a stockholder's intention to nominate board members or submit proposals for consideration at an annual or special stockholders' meeting or of intent to use the written consent procedure; and to clarify the chairman's rights with respect to adjournment A putting off or postponing of proceedings; an ending or dismissal of further business by a court, legislature, or public official—either temporarily or permanently.  and conduct of meetings.

About Bitstream

Bitstream Inc., headquartered in Cambridge, Massachusetts This article is about the city of Cambridge in Massachusetts. For the English university town, see Cambridge, England. For other places, see Cambridge (disambiguation).
Cambridge, Massachusetts is a city in the Greater Boston area of Massachusetts, United States.
, develops, markets, and supports software technologies and applications for the graphics communications industry communications industry, broadly defined, the business of conveying information. Although communication by means of symbols and gestures dates to the beginning of human history, the term generally refers to mass communications. . Bitstream licenses text imaging and page layout :For the Wikipedia policy about articles layout, see Wikipedia:Guide to layout. Page layout is the part of graphic design that deals in the arrangement and style treatment of elements (content) on a page.  technologies, such as TrueDoc(R), NuDoc(TM), and Bitstream JET(TM), to hundreds of industry-leading, independent software vendors and hardware manufacturers. Bitstream is also the developer of PageFlex(TM), an XML-based application for the dynamic publishing of customized documents. Complementing these products, Bitstream markets and supports an extensive multilingual mul·ti·lin·gual  
adj.
1. Of, including, or expressed in several languages: a multilingual dictionary.

2.
 library of over 1,400 typefaces This is a list of typefaces. Serif
Here you can find a graphical version of this table.
  • Aldus
  • Antiqua
  • Aster
  • Baskerville
  • Bell (Monotype) Didone classification serif type deisgned by Richard Austin, 1788
  • Bembo
  • Benguiat
. For more information on Bitstream and its products, visit the company on the World Wide Web at http://www.bitstream.com
COPYRIGHT 1998 Business Wire
No portion of this article can be reproduced without the express written permission from the copyright holder.
Copyright 1998, Gale Group. All rights reserved. Gale Group is a Thomson Corporation Company.

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Publication:Business Wire
Geographic Code:1USA
Date:Nov 16, 1998
Words:547
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