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EXHIBIT 99
For Immediate Release
Media Contact: Heather Wyse Analyst Contacts: Colin Slade
503/627-1121 503/627-3749
Sue Kirby
503/627-6106
TEKTRONIX UPDATES EXPIRING SHAREHOLDER RIGHTS AGREEMENT
BEAVERTON, Ore., June 23, 2000 -- Tektronix, Inc. (NYSE: TEK) announced
today that the Board of Directors has adopted an updated shareholder rights
agreement, which replaces a similar agreement adopted in 1990, and which
expires in September 2000. The purpose of the updated agreement is to obtain
maximum value for shareholders in the event of an unsolicited acquisition
attempt. It is not in response to any specific effort, of which the Board is
aware, to acquire control of Tektronix.
The revised agreement contains many of the provisions of the expiring
agreement. It does not include a so called "dead hand" provision that, under
the 1990 agreement, prevented newly elected board members from terminating
its application. In addition, eliminated from the agreement is the "adverse
person" concept, that under the 1990, version allowed the board to trigger
its application if an acquirer is determined to be adverse to the interests
of the company. Other changes include reduction of the stock ownership
threshold triggering application of the agreement, and amendment of the
exercise price to reflect current values.
To implement the updated agreement, the Board of Directors has declared
a dividend distribution of one Preferred Stock Purchase Right per Common
Share, payable to shareholders of record on September 7, 2000. The rights
will attach initially to the certificates representing outstanding common
shares, and no separate rights certificates will be distributed. The rights
to acquire preferred stock are not immediately exercisable and will become
exercisable only upon the occurrence of certain events relating to
unsolicited acquisition attempts as described in the agreement. Unless
earlier redeemed for $.001 per right, the rights will become exercisable by
holders, other than rights held by an unsolicited third party acquirer, for
shares of Tektronix or of the third party acquirer having a value of twice
the rights' then-current exercise price. The Rights will expire in 2010.
No action is requred on the part of shareholders.
Tektronix will send a letter to all its shareholders with further
details of the agreement.
Tektronix, Inc. is a test, measurement, and monitoring company providing
measurement solutions to industries including semiconductors, computers and
telecommunications. With over 50 years of experience, Tektronix enables its
customers to design, deploy and manage next generation global communications
networks and Internet technologies. Headquartered in Beaverton, Oregon,
Tektronix has operations in 25 countries worldwide.
