Acorda Adopts Shareholder Rights Plan

9/4/17

ARDSLEY, N.Y.--(BUSINESS WIRE)--Acorda Therapeutics, Inc. (Nasdaq: ACOR) today announced that its Board of Directors has adopted a Shareholder Rights Plan, effective September 1, 2017, and declared a dividend distribution of one preferred share purchase right on each outstanding share of the Company’s Common Stock. The Rights Plan will expire on August 31, 2018.

The Acorda Board and management team are committed to taking actions that are in the best interest of all of our shareholders. The Board is undertaking this action in accordance with its fiduciary duties to act in the best interests of shareholders, as well as its responsibilities to all of its stakeholders, including the many patients with debilitating neurological disorders who are served by the Company’s innovations, commitment and expertise.

The Rights Plan is intended to promote the fair and equal treatment of all Acorda shareholders and ensure that no person or group can gain control of Acorda through open market accumulation or other tactics potentially disadvantaging the interest of all shareholders. The Rights Plan will also position the Acorda Board of Directors to fulfill its fiduciary duties on behalf of all shareholders by ensuring that the Board has sufficient time to make informed judgments about any attempts to take over the Company. The Rights Plan applies equally to all current and future shareholders and is not intended to deter offers that are fair and otherwise in the best interest of the Company’s shareholders.

The Rights Plan, which was adopted by the Board following evaluation and consultation with the Company’s advisors, is similar to plans adopted by numerous publicly traded companies. The Board adopted the Rights Plan in response to the recent accumulations of significant portions of Acorda's outstanding Common Stock.

Under the Rights Plan, the Rights will become exercisable if a person or group becomes the beneficial owner of 15% or more of the Company’s outstanding Common Stock. In the event that the Rights become exercisable due to the triggering ownership threshold being crossed, each Right will entitle its holder to purchase, at the Right’s exercise price, a number of shares of Common Stock or equivalent securities having a market value at that time of twice the Right’s exercise price. Rights held by the triggering entity will become void and will not be exercisable to purchase shares at the reduced purchase price. The Board of Directors will, in general, be entitled to redeem the Rights at $0.001 per Right at any time before the triggering ownership threshold is crossed.

The Rights Plan may be amended, redeemed or terminated by the Acorda Board of Directors at any time prior to being triggered or its expiration. The Rights Plan exempts any person or group currently owning 15% or more of the Company's outstanding Common Stock. However, the Rights will be exercisable if a person or group that already owns 15% or more of the Company's Outstanding Common Stock acquires any additional shares after the time of announcement of the Rights Plan.

Additional details regarding the Rights Plan are in a Form 8-K to be filed by the Company with the U.S. Securities and Exchange Commission.

About Acorda Therapeutics

Founded in 1995, Acorda Therapeutics is a biopharmaceutical company focused on developing therapies that restore function and improve the lives of people with neurological disorders. Acorda has a pipeline of novel neurological therapies addressing a range of disorders, including Parkinson’s disease and multiple sclerosis. Acorda markets three FDA-approved therapies, including AMPYRA® (dalfampridine) Extended Release Tablets, 10 mg.

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