Berger Holdings Ltd. Adopts Stockholder Rights Plan
FEASTERVILLE, Pa.--(BUSINESS WIRE)--Aug. 21, 1998--Berger Holdings Ltd. (NASDAQ: "BGRH"), announced Friday that its board of directors has adopted a Stockholder Rights Plan in which rights will be distributed as a dividend at the rate of one Right for each share of Common Stock of the Company held by stockholders of record as of the close of business on Sept. 17, 1998.
The Rights will expire on Sept. 17, 2008. Details of the Stockholder Rights Plan are outlined in a letter which will be mailed to all stockholders after Sept. 17, 1998.
The Rights Plan is designed to deter coercive takeover tactics and otherwise encourage third parties interested in acquiring the Company to negotiate with the board of directors.
This is accomplished by giving shareholders (other than the potential hostile acquiror) the right, upon certain specified events relating to actual or potential acquisitions of the Company's stock, to acquire shares of a junior participating preferred stock that effectively grant stockholders the right to purchase the Company's shares upon those events at half price.
The Rights Plan thereby confronts a potential acquiror with the possibility that the Company's stockholders will be able to substantially dilute the acquiror's equity interest if the acquiror proceeds without approval of the board of directors. The adoption of the Rights Plan is not in response to any known effort to acquire control of the Company.
Theodore A. Schwartz, chairman of the board of Berger Holdings Ltd., stated, "We have made great progress in the last few years, and we see the opportunity for further growth ahead. Building our basic business for the future and striving to maximize stockholder values are the preeminent goal of Berger's management and board of directors." |
