Poison Pill

Refers to an array of anti-takeover defenses that a company may put in place including, for example, the issue of preferred stock that allows shareholders special rights after a takeover or change of control, for example the right to buy additional shares of their own company (a flip-in) or the acquiring company (a flip-over) at a discount; change of control provisions in key license agreements; issuing stock options, particularly to employees that all vest on change of control, etc.