Lifeway Foods Extends Existing Shareholder Rights Plan
The Board determined to extend the Rights Plan based on its belief that the Company and its shareholders remain vulnerable to the acquisition of actual or de facto control by one or more shareholders without paying a control premium to other shareholders. In reaching its decision, the Board noted Lifeway's highly concentrated share ownership, which could enable a shareholder or group of shareholders to gain de facto control if additional shares are acquired or if other large holders dispose of their shares. The Board also considered the potential for a substantial number of shares to become available for sale in the near term under the Company's existing agreements and registration obligations, which could increase the likelihood of an accumulation of control without fair compensation to all shareholders.
The Rights Plan is intended to ensure that all Lifeway shareholders have the opportunity to realize the full value of their investment and to protect against tactics that could result in a transfer of control without the payment of a premium. The extension of the Rights Plan is not in response to any specific takeover proposal.
Unless earlier redeemed, terminated or exchanged pursuant to the Rights Plan, the rights will expire on
Further details about the Rights Plan will be contained in a Current Report on Form 8-K to be filed by the Company with the Securities and Exchange Commission.
Evercore is serving as a financial advisor to Lifeway, and
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derekm@lifeway.net
Email: dtarman@perceptualadvisors.com
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