This image, I’m thinking, like… maybe I have way too much going on. The underlying source was a reader submission, then I added the bandit mask and words and… well, just go with it. I read today that Citi – yes, Citi, where you’d think on Maslow’s Hierarchy Of Concerns they’d be worrying about things like – oh, I don’t know – staying solvent – had put together a “poison pill” measure, which, for those of you who don’t specialize in legalese, is a measure that discourages anyone from buying very much stock in a company. It is intended as a takeover defense; you’d execute it if you were afraid, perhaps, that someone had bought up a lot of shares of your stock and would start rabblerousing or perhaps trying to acquire the whole mess. Basically it lets you issue more shares at whim if someone is doing this, thus diluting their stake and everyone else’s.

My first thought was “wow, this is fail” for two reasons:

1) You’d think that since they’ll be assuredly issuing more stock in the near term that it couldn’t hurt to encourage all shareholders, large ones included, and not discourage everyone by instituting provisions that would allow for even more dilution.

2) It’s Citi. Do they really have problems with people wanting to buy too many shares of C? Hasn’t it been lately, like, more and more shares of it just get foisted on the U.S. government?

Then I read this and it makes a ton more sense:

The bank also said that to preserve a potential $43 billion of tax benefits over 20 years, it adopted a measure that has the effect of limiting the ability of investors who take at least 5 percent stakes to add to their percentage holdings.

Under the measure investors, other than the 5-percent stakeholders would in some cases be allowed to buy more shares at an effective 50 percent discount to the market price.

While Citigroup said the move was driven by U.S. tax law and is not a “poison pill,” it shares elements of that anti-takeover mechanism, and can limit the ability of hedge funds or activist investors to build sizable stakes.

“It indicates that Citigroup management may be concerned about entrenchment, which is a reason to adopt what is an anti-takeover device, or is very concerned about the $43 billion of tax benefits,” said Theresa Gabaldon, a law professor at George Washington University in Washington, D.C.

Reuters doesn’t explain this, but when more than half of your shares are held by stakeholders with interests greater than 5%, you lose the ability to deduct some losses. I’m not sure if the 34% held by the government itself counts against this 50%, but if it does, I guess it wouldn’t be too hard for a few activist investors to gum up another 16% and endanger Citi’s precious writeoffs.

I also hear rumors (tweetings, if you will) of a reverse stock split, which makes me rather sad because of how much I enjoy calling C a single-digit midget. Do you think it’ll be a 1-for-5? 1-for-10? VIKRAM BANDIT, YOU ARE NOT FOOLING ANYONE.