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Preferred Stock Purchase Rights | 12 Months Ended
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Dec. 31, 2011
Preferred Stock Purchase Rights/Common Stock Repurchases [Abstract] |
Preferred Stock Purchase Rights | Note 14. Preferred Stock Purchase Rights Viad has one Preferred Stock Purchase Right (“Right”) outstanding on each outstanding share of its common stock pursuant to a shareholder rights plan (the “Rights Agreement”) adopted by the Board of Directors on February 28, 2002, as adjusted in connection with Viad’s one-for-four reverse stock split on July 1, 2004, and as amended on February 28, 2012. The Rights Agreement is designed to assist Viad’s Board of Directors in enabling all of Viad’s shareholders to realize the long-term value of their investment in the Company, in ensuring that all of Viad’s shareholders receive fair and equal treatment in the event of any proposed takeover of the Company and in protecting Viad and its shareholders from abusive takeover tactics. Each Right represents the right to purchase one twenty-fifth of a share of Series A Junior Participating Preferred Stock. Subject to the terms and conditions of the Rights Agreement, Rights become exercisable ten days following the public announcement of the acquisition by a person or group of beneficial ownership of 20 percent or more of Viad’s outstanding common stock. If such a person or group acquires beneficial ownership of 20 percent or more of the common stock, each Right (other than such person’s or group’s Rights, which will become void) will entitle the holder to purchase, at the Right’s then-current exercise price, Viad’s common stock having a market value equal to twice the exercise price. Moreover, at any time after a person or group acquires 20 percent or more of Viad’s outstanding common stock (unless such person or group acquires 50 percent or more), the Board of Directors may exchange one share of Viad’s common stock for each outstanding right (other than rights owned by such person or group, which would have become void). In addition, if the Company is acquired in a merger or other business combination transaction after a person has acquired 20 percent or more of Viad’s outstanding common stock, each Right will entitle its holder to purchase, at the Right’s then-current exercise price, a number of the acquiring company’s common shares having a market value of twice the exercise price. The Board of Directors may redeem the Rights at an initial redemption price of $0.01 per Right at any time before any person or group acquires 20 percent or more of Viad’s outstanding common stock. If not redeemed, the Rights will expire on February 28, 2015, subject to early termination on February 28, 2013, if the Rights Agreement is not ratified by shareholders before such date. In addition, if Viad receives a “qualifying offer” (which includes certain all-cash fully financed tender offers or exchange offers for all of Viad’s outstanding common stock), under certain circumstances, holders of 10 percent of Viad’s outstanding common stock (excluding shares held by the offeror and its affiliates and associates) may direct the Board of Directors to call a special meeting of shareholders to consider a resolution exempting such “qualifying offer” from the Rights Agreement. Viad has authorized 5 million and 2 million shares of Preferred Stock and Junior Participating Preferred Stock, respectively, none of which is outstanding. The 2 million shares of Junior Participating Preferred Stock have been reserved for issuance in connection with the Rights.

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