The board of Skullcandy has approved the adoption of a shareholder rights plan. One preferred stock purchase right will be distributed for each share of common stock held by stockholders of record on July 8, 2016.
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The rights plan is scheduled to expire on June 26, 2017. It is intended to enable all of the company’s stockholders to realize the long-term value of their investment in the company by guarding against inadequate or unsolicited takeover offers.
Subject to certain exceptions, the rights will be exercisable if a person or group acquires 10% or more of the company’s common stock or announces a tender offer which would result in the offeror holding 10% or more of the common stock, inclusive of previously held shares of the company’s common stock by that person or group.
Under certain circumstances, each right will entitle stockholders to buy one one‑hundredth of a share of newly-created Series A Junior Participating Preferred Stock of the company at an exercise price of $10.00.
The board will be entitled to redeem the rights at $0.01 per right at any time before a person or group has acquired 10% or more of the outstanding common stock.
The rights will expire on June 26, 2017, subject to the company’s right to extend such date, unless earlier redeemed or exchanged by the company or terminated.
Subject to limited exceptions, if a person or group acquires 10% or more of the outstanding common stock of the company or announces a tender offer for 10% or more of the common stock, each right will entitle the right holder to purchase, at the right’s then-current exercise price, a number of shares of common stock having a market value at that time of twice the right’s exercise price.
Rights held by the acquiring person will become void and will not be exercisable.
If the company is acquired in a merger or other business combination transaction that has not been approved by the board after the rights become exercisable, each right will entitle its holder to purchase, at the right’s then-current exercise price, a number of shares of the acquiring company’s common stock having a market value at that time of twice the right’s exercise price. ■
A low pressure wave forming along a cold front will track across the New England coast this morning, bringing a period of rain, heavy at times for much of New England, especially for Maine today.