Commvault Adopts Limited Duration Shareholder Rights Plan
Commvault Adopts Limited Duration Shareholder Rights Plan |
[03-April-2020] |
TINTON FALLS, N.J., April 3, 2020 /PRNewswire/ -- Commvault (NASDAQ: CVLT), a recognized global enterprise software leader in the management of data across cloud and on-premises environments, today announced that its Board of Directors has adopted a limited duration shareholder rights plan (the "Rights Plan"). In adopting the Rights Plan, the Board has taken note of the substantial increase in market volatility and uncertainty as a result of the global COVID-19 pandemic, as well as its impact on the Company's stock price, which the Board believes does not reflect the Company's inherent value or business performance. The Board believes that management's focus at this time should be on the health and safety of Commvault's employees, taking care of customers, and operating Commvault's business in this unprecedented environment. The Rights Plan expires on April 1, 2021. It is similar to plans adopted by other public companies and is intended to protect the interest of the Company and its shareholders by reducing the likelihood that any person or group gains control of Commvault through open market accumulation or other tactics without paying an appropriate control premium. The Rights Plan also helps ensure that the Board has sufficient time to make informed decisions that are in the best interests of the Company and all Commvault shareholders. The Rights Plan applies equally to all current and future shareholders and is not intended to deter offers that are fair and otherwise in the best interest of the Company's shareholders. Pursuant to the Rights Plan, the Company is issuing one right for each share of common stock outstanding at the close of business on April 13, 2020. The rights will become exercisable only if an entity, person or group acquires beneficial ownership of 10% or more of the Company's common stock (including in the form of synthetic ownership through derivative positions), or 20% in the case of certain passive investors. Any person or group owning above the applicable threshold at the time of public announcement of the Rights Plan will cause the rights to become exercisable only if the person or group acquires beneficial ownership of additional common stock. When the rights become exercisable, each holder of a right (other than, as detailed in the Rights Plan, the person or group triggering the rights) will be entitled to purchase, at the then-current exercise price (which was initially set at $200.00 per right), additional shares of common stock having a value of twice the exercise price of the right (a 50% discount). Rights held by any entity, person or group whose actions trigger the Rights Plan, and those of certain related parties, would become void. Prior to the rights becoming exercisable, the rights are redeemable for $0.01 per right at the option of the Board. Additional details regarding the Rights Plan are contained in a Form 8-K to be filed by the Company with the U.S. Securities and Exchange Commission. About Commvault Safe Harbor Statement ©1999-2020 Commvault Systems, Inc. All rights reserved. Commvault, Commvault and logo, the "C hexagon" logo, Commvault Systems, Commvault HyperScale, ScaleProtect, Commvault OnePass, Unified Data Management, Quick Recovery, QR, CommNet, GridStor, Vault Tracker, InnerVault, Quick Snap, QSnap, IntelliSnap, Recovery Director, CommServe, CommCell, APSS, Commvault Edge, Commvault GO, Commvault Advantage, Commvault Complete, Commvault Activate, Commvault Orchestrate, Commvault Command Center, Hedvig, Universal Data Plane, the "Cube" logo, Metallic, the "M Wave" logo, and CommValue are trademarks or registered trademarks of Commvault Systems, Inc. All other third party brands, products, service names, trademarks, or registered service marks are the property of and used to identify the products or services of their respective owners. All specifications are subject to change without notice. View original content to download multimedia:http://www.prnewswire.com/news-releases/commvault-adopts-limited-duration-shareholder-rights-plan-301035408.html SOURCE Commvault | ||
Company Codes: NASDAQ-NMS:CVLT |
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