Toll Brothers (TOL) Adopts Shareholder Rights Plan to Preserve Value of Net Deferred Tax Assets

June 18, 2009 5:14 PM EDT

Toll Brothers, Inc. (NYSE: TOL) announced that its board of directors adopted a shareholder rights plan to help preserve the value of the Company's net deferred tax assets, by reducing the risk of limitation of net operating loss carryforwards and certain other tax benefits under Section 382 of the Internal Revenue Code. The Company intends to seek shareholder approval of the rights plan at its next annual meeting.

Toll Brothers' ability to realize its net deferred tax assets would be substantially limited by Section 382 if an "ownership change" occurred - generally, a greater than 50-percentage point change in ownership of stock by shareholders owning (or deemed to own under Section 382) 5% or more of a corporation's stock over a defined period of time. The shareholder rights plan is intended to reduce the likelihood of an "ownership change" occurring as a result of the buying and selling of Toll Brothers common stock.

In connection with the rights plan, Toll Brothers has declared a dividend of one right for each share of common stock outstanding as of the close of business on July 17, 2009.


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