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Broadway Financial Corporation Announces Adoption of Stockholder Rights Plan

LOS ANGELES--(BUSINESS WIRE)-- Broadway Financial Corporation (the “Company”) (NASDAQ Capital Market: BYFC), the parent company of Broadway Federal Bank,

articleBroadway Financial CorporationSeptember 11, 20194/company/broadway-financial-corporation/news/broadway-financial-corporation-announces-adoption-of-stockholder-rights-plan
Broadway Financial Corporation Announces Adoption of Stockholder Rights Plan

About this update from Broadway Financial Corporation

[{"type":"text","content":" LOS ANGELES--(BUSINESS WIRE)--\nBroadway Financial Corporation (the “Company”) (NASDAQ Capital Market: BYFC), the parent company of Broadway Federal Bank, f.s.b., today announced that its board of directors approved a stockholder rights plan (the “Rights Plan”) on September 10, 2019. The board’s purpose in adopting the Rights Plan is to protect the Company’s stockholders against the possibility of attempts to acquire control of or influence over the Company through open market or privately negotiated purchases of the Company’s common stock without payment of a fair price to all of the Company’s stockholders or through other tactics that do not provide fair treatment to all stockholders.\n\n\nThe Rights Plan, which was approved by the board of directors after consultation with the Company’s legal and financial advisors, is similar to rights plans that have been adopted by many public companies. Adoption of the Rights Plan is intended to encourage a potential acquiror of the Company to negotiate directly with the board of directors, and to assist the board in seeking to obtain the greatest value available to stockholders. The Rights Plan will not interfere with any merger, acquisition or business combination, or capital financing opportunity, that the Company’s board of directors believes to be in the best interest of the Company’s stockholders.\n\n\nIn connection with the Rights Plan, the Board has declared a dividend distribution of one preferred stock purchase right (a “Right”) for each outstanding share of the Company’s common stock and nonvoting common stock (collectively, the Company’s “Common Shares”) held by stockholders of record on September 23, 2019. Each Right will initially entitle a holder, upon the occurrence of certain events, to purchase, for an exercise price of $3.60 per Right, one one-thousandth of a share of Series B Junior Participating Preferred Stock of the Company, which would have voting and economic rights equivalent to one share of common stock of the Company. The Rights distribution is not expected to be taxable to stockholders.\n\n\nThe Rights will not become exercisable unless, with certain exceptions, an investor, including the investor’s affiliates and associates (each as defined in the Rights Plan), acquires beneficial ownership of 10% or more of the Company’s Common Shares, or announces a tender...

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