Business
Synalloy Corporation Adopts Limited Duration Shareholder Rights Plan
RICHMOND, Va.--(BUSINESS WIRE)-- Synalloy Corporation (“Synalloy” or the “Company”) announced today that its Board of Directors unanimously authorized the
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[{"type":"text","content":" RICHMOND, Va.--(BUSINESS WIRE)--\nSynalloy Corporation (“Synalloy” or the “Company”) announced today that its Board of Directors unanimously authorized the adoption of a limited duration shareholder rights plan. The rights will be issued to shareholders of record on April 10, 2020 and will expire on March 31, 2021, or later if the Board of Directors approves an extension prior to expiration and the extension is submitted to the shareholders for ratification at the Company’s next annual meeting.\n\n\nAfter careful consideration of recent, extreme market volatility caused by the COVID-19 pandemic and other macroeconomic conditions, as well as the fact that Synalloy’s current share price does not reflect intrinsic long-term value, the Board of Directors has adopted the rights plan to protect shareholders from efforts by a shareholder or a group of shareholders to gain control of the Company through open market accumulations without paying all shareholders an appropriate premium for that control. The rights plan is intended to enable all of the Company’s shareholders to realize the long-term value of their investment in the Company and to provide the Board of Directors with sufficient time to make informed judgments.\n\n\nThe rights plan is similar to many plans adopted by other publicly held companies. The plan provides for the issuance of one right for each outstanding share of the Company’s common stock, par value $1.00 per share (“Common Stock”). Generally, the rights will become exercisable only if a person or group acquires beneficial ownership of 15% or more of the Company’s outstanding Common Stock or announces a tender or exchange offer that would result in beneficial ownership of 15% or more of the Company’s Common Stock.\n\n\nEach right will entitle the holder to buy one half of a share of Common Stock at a purchase price of $22.50 per right, subject to adjustments (equivalent to $45.00 for each whole share of Common Stock). The Board of Directors may, at its option, redeem all rights for $0.001 per right at any time prior to the acquisition of beneficial ownership of 15% or more of the Company’s Common Stock by a person or group.\n\n\nIf a person or group acquires beneficial ownership of 15% or more of the Company’s outstanding Common Stock, each right will entitle holders, other than the acquiring person or group, to p...