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ILC Technology Inc. board of directors amends shareholder rights plan.

SUNNYVALE, Calif.--(BUSINESS WIRE)--Nov. 25, 1996--ILC Technology Inc. (NASDAQ/NMS:ILCT) Monday announced that its board of directors has amended its shareholder rights plan to update the plan and extend its expiration date to Dec. 31, 2006.

The amendments also change the exercise price under the plan from $15 to $55 per share and reduce the stock-ownership level at which rights become exercisable.

The amendments are intended to bring the plan more in line with the current provisions of shareholders' rights plans of many other companies. The ILC board believes that the amendments to the right plan will help ensure that the plan remains effective in preserving the company's long-term value for shareholders.

As amended, the plan is triggered by any person or group acquiring 15 percent or more of the company's common stock or the announcement of a tender offer for 15 percent or more for the company's stock.

The plan gives shareholders the right to purchase, at the right's then-exercise price, additional shares of the company's common stock or shares of an acquiring company, in either case having a value to twice the right's exercise price. The plan is intended to encourage interested parties to bring any bona fide acquisition plans directly to the board in order to maximize shareholder value.

The board also authorized severance agreements for certain key managers in the event of a change of control of the company and subsequent actual or constructive termination of the covered managers without cause. The severance pay will be a multiple of current base salary (.5 to three times, depending on seniority).

The change-of-control severance agreements are intended to maintain management objectivity and continuation during any negotiation process.

Henry C. Baumgartner, chairman of the board, stated, ``The board believes that the adoption of the rights plan and the change-of- control severance agreements are helpful tools in our ongoing efforts to protect and improve the value of ILCT shares.''

ILC Technology develops, manufactures and distributes replaceable high-performance light-source products for the medical, industrial, communication, aerospace, military and entertainment industries.

CONTACT: ILC Technology Inc.

Henry C. Baumgartner, 408/745-7900

or

Kehoe, White, Savage & Co. Inc.

James K. White, 310/437-0655
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Publication:Business Wire
Date:Nov 25, 1996
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