NEW YORK Digitas said its board of directors has approved a shareholder rights plan to guard against a hostile takeover.
Boston-based Digitas, which owns interactive agency Modem Media, said the plan would take effect if any shareholder acquires 15 percent or more of its shares. The plan distributes to existing Digitas shareholders a dividend for one preferred stock purchase right for each share owned. Should a shareholder acquire more than 15 percent of the company's shares, it would trigger a provision that allows other shareholders to buy preferred shares.
Currently, the top Digitas individual shareholder, Digitas founder and former CEO Michael Bronner, owns less than 2 percent of the company's outstanding shares. Credit Suisse Asset Management, the top institutional shareholder, owns less than 5 percent.
The full details of the plan will be outlined in a letter sent to shareholders after the plan goes into effect on Jan. 26, Digitas said.
"The plan is designed to enhance the board's ability to protect shareholder interests and to ensure that shareholders receive fair treatment in the event any coercive takeover attempt of Digitas, Inc. is made in the future," David Kenny, Digitas chairman and CEO, said in a statement. "The plan is intended to provide the board with sufficient time to consider any and all alternatives to such an action."
Digitas is scheduled to report its fourth-quarter earnings on Jan. 27.