ASTROTECH ADOPTS LIMITED-DURATION STOCKHOLDER RIGHTS PLAN
21 Dezembro 2022 - 6:30PM
Astrotech Corporation (Nasdaq: ASTC) (the “Company” or
“Astrotech”) today announced that its Board of Directors (the
“Board”) has unanimously adopted a limited-duration stockholder
rights plan (the “Rights Plan”) to protect the interests of all
stockholders. The Rights Plan is effective immediately.
The Board adopted the Rights Plan in response to recent
significant accumulations of portions of Astrotech outstanding
common stock. The Rights Plan is similar to other rights plans
adopted by publicly held companies and is intended to enable all
Company stockholders to realize the long-term value of their
investment in the Company and is designed to protect all
stockholder interests by reducing the likelihood that any person or
group could gain control of the Company through rapid open-market
purchases of the Company’s shares without paying an appropriate
premium.
The Rights Plan will position the Board to fulfill its fiduciary
duties on behalf of all stockholders by ensuring that the Board has
sufficient time to make informed judgments about any attempts to
take over the Company. The Rights Plan applies equally to all
current and future stockholders and is not intended to deter offers
that are fair and otherwise in the best interest of the Company’s
stockholders.
While the Rights Plan is effective immediately, the rights will
be exercisable only if a person or group acquires beneficial
ownership, as defined in the Rights Plan, of 15% or more of the
Company common stock, subject to certain exceptions. Subject to the
terms of the Rights Plan, if the rights become exercisable, rights
held by the triggering entity will become void and will not be
exercisable to purchase shares at the reduced purchase price,
likely resulting in significant dilution to the triggering
entity.
The Rights Plan has a 364-day term, expiring on December 20,
2023, though the Board of the Company may consider whether to
terminate the rights plan earlier if circumstances warrant. The
rights will be distributed to Company stockholders of record as of
the close of business on January 5, 2023.
This announcement is a summary only and is qualified by
reference to the full text of the Rights Plan. Further details
about the Rights Plan are contained in a Form 8-K filed by the
Company with the U.S. Securities and Exchange Commission and will
be available on the SEC’s website.
About Astrotech Corporation
Astrotech (Nasdaq: ASTC) is a mass spectrometry company
that launches, manages, and commercializes scalable companies based
on its innovative core technology through its wholly-owned
subsidiaries. 1st Detect develops,
manufactures, and sells trace detectors for use in the security and
detection market. AgLAB is developing chemical
analyzers for use in the agriculture
market. BreathTech is developing a breath
analysis tool to provide early detection of lung diseases.
Astrotech is headquartered in Austin, Texas. For information,
please visit www.astrotechcorp.com.
Forward-Looking Statements
This press release contains forward-looking statements that are
made pursuant to the Safe Harbor provisions of the Private
Securities Litigation Reform Act of 1995. Such forward-looking
statements are subject to risks, trends, and uncertainties that
could cause actual results to be materially different from the
forward-looking statement. These factors include, but are not
limited to, the severity and duration of the COVID-19 pandemic and
its impact on the U.S. and worldwide economy, the timing, scope and
effect of further U.S. and international governmental, regulatory,
fiscal, monetary and public health responses to the COVID-19
pandemic, the Company’s use of proceeds from the common stock
offerings, whether we can successfully complete the development of
our new products and proprietary technologies, whether we can
obtain the FDA and other regulatory approvals required to market
our products under development in the United States or abroad,
whether the market will accept our products and services and
whether we are successful in identifying, completing and
integrating acquisitions, as well as other risk factors and
business considerations described in the Company’s Securities and
Exchange Commission filings including the Company’s most recent
Annual Report on Form 10-K. Any forward-looking statements in this
document should be evaluated in light of these important risk
factors. Although the Company believes the expectations reflected
in its forward-looking statements are reasonable and are based on
reasonable assumptions, no assurance can be given that these
assumptions are accurate or that any of these expectations will be
achieved (in full or at all) or will prove to have been correct.
Moreover, such statements are subject to a number of assumptions,
risks and uncertainties, many of which are beyond the control of
the Company, which may cause actual results to differ materially
from those implied or expressed by the forward-looking statements.
In addition, any forward-looking statements included in this press
release represent the Company’s views only as of the date of its
publication and should not be relied upon as representing its views
as of any subsequent date. The Company assumes no obligation to
correct or update these forward-looking statements, whether as a
result of new information, future events or otherwise, except as
required by applicable law.
Company Contact: Jaime Hinojosa, Chief Financial Officer, Astrotech Corporation, (512) 485-9530
Astrotech (NASDAQ:ASTC)
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