the.com/poison pill
A company swallows a grenade so the hostile bidder doesn't get to keep it.
means A corporate defense tactic where a company makes itself deliberately unattractive or financially toxic to prevent a hostile takeover, often by letting existing shareholders buy new shares at a discount, diluting the acquirer's stake.
from The term borrows straight from its literal meaning — a lethal capsule someone might swallow to avoid capture, a tactic with grim historical precedent among spies and soldiers facing certain defeat. In the 1980s, amid a wave of hostile corporate takeovers, lawyers and bankers adopted the phrase for defensive strategies that made a target company 'unpalatable' to a raider, often by triggering self-harming financial consequences the moment an outside stake crossed a threshold. The metaphor stuck because it captures the logic perfectly: better to hurt yourself on your own terms than be devoured on someone else's.
- origin
- spies carried real cyanide pills, hence the name
- mechanism
- floods market with new shares, diluting the acquirer
- first use
- 1982, lawyer Martin Lipton vs hostile takeovers
- irony
- makes company less attractive by making it worth less