PetMed Express, Inc. has announced the adoption of a rights agreement dated December 3, 2024. They are issuing one right for each share of common stock to shareholders recorded on December 16, 2024. The rights serve as a measure to deter entities or persons from obtaining a significant or controlling interest in the company without offering a fair premium to all shareholders or allowing the board to make an informed decision. Holders of these rights, after a triggering event, will be able to purchase preferred stock at $27.00 per right, subject to terms. Furthermore, the company has filed Articles of Amendment designating rights, preferences, and privileges of a new series of preferred stock in connection with the rights agreement. Also, the issuance of a press release relating to these corporate actions was disclosed.
Noteworthy Information: - Rights plan is not an attempt to prevent business combinations approved by the board. - Beneficial ownership of 12.5% or more without board approval triggers dilutive effect from the rights. - Rights are not exercisable prior to a certain date and become void if held by an Acquiring Person post-triggering event. - Rights expire on December 2, 2025, unless redeemed or exchanged prior.
Names: - PetMed Express, Inc. - Continental Stock Transfer & Trust Company (rights agent) - Sandra Campos (Chief Executive Officer and President)