Fluor Corporation Adopts Limited Duration Stockholder Rights Agreement
03/25/20
The rights are designed to ensure that all of the Company’s stockholders receive fair and equal treatment in the event of any proposed takeover of the Company and to protect against abusive tactics to gain control of the Company without paying all Fluor stockholders a premium for that control. The rights are intended to enable all of the Company’s stockholders to realize the long-term value of their investment in the Company. The rights will not prevent a takeover, but should encourage anyone seeking to acquire the Company to negotiate with the Board prior to attempting a takeover.
“Fluor’s end market diversification strategy, along with its ample liquidity, position the Company to deliver long-term value for its stockholders,” said
The rights will be exercisable only if a person or group acquires 10% or more of the Company’s outstanding common stock. Each right will entitle stockholders to buy one one-thousandth of a share of a new series of junior participating preferred stock at an exercise price of
If a person or group acquires 10% of the Company’s outstanding common stock, each right will entitle its holder (other than such person or members of such group) to purchase for
Prior to the acquisition by a person or group of beneficial ownership of 10% of the Company’s common stock, the rights are redeemable for
The dividend distribution will be made on
A copy of the stockholder rights agreement will be contained in a Form 8-K to be filed with the
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