SyntheMed (Islin, New Jersey) said that its board approved the adoption of a shareholder rights plan. The plan is designed to ensure that shareholders realize fair value and equal treatment in the event of an attempted takeover of the company and to protect the company and its shareholders against coercive takeover tactics. The plan was not approved for adoption as a result of any specific takeover attempt.

To implement the shareholder rights plan, the board has declared a dividend distribution of one right for each share of SyntheMed common stock outstanding as of the close of business on June 2. Initially, the rights will be represented by SyntheMed common stock certificates, will not be traded separately from the common stock and will not be exercisable.

SyntheMed is a biomaterials company specializing in anti-adhesion products, drug delivery products and other surgical implants.

Northstar adopts shareholder rights plan

Northstar Neuroscience (Seattle) said that its board has adopted a shareholder rights plan designed to enable all Northstar shareholders to realize the full value of their investment and to provide for fair and equal treatment for shareholders in the event that an unsolicited attempt is made to acquire the company.

The adoption of the shareholder rights plan is intended to guard against the potential future use of takeover tactics designed to gain control of Northstar without paying all shareholders full and fair value and was not adopted in response to any current effort to acquire control of the company, according to the board.

Each holder of Northstar's common stock on June 2 will receive one right for each share of Northstar common stock held. The rights will trade with the common stock and will not be immediately exercisable. The rights generally become exercisable when a person, entity, or group, other than those specifically named in the shareholder rights plan with higher percentage limits, acquires 15% or more of Northstar's common stock without prior approval of Northstar's board.

Northstar Neuroscience makes neuromodulation therapies to treat neurological injury, disorder and disease.