Terran Orbital Sued Over Poison Pill Added After Lockheed Offer

An investor is suing Terran Orbital Corp. over the poison pill its board adopted after Lockheed Martin Corp. offered to take the satellite maker private for more than $500 million.

The lawsuit, filed Wednesday, seeks an order invalidating Terran’s shareholder rights plan, which works by triggering a major stock dilution event if any investor or consortium acquires a 15% stake. The plan’s daisy-chain clause, taking an aggressive view of when stockholders count as a group, makes it “just like the pill” struck down in a landmark 2021 ruling by a Delaware Chancery Court judge, the suit says.

The maneuver reflects ...