AMERICREDIT CORP. Adopts Rights Plan.FORT WORTH, TEXAS--(BUSINESS WIRE)--Aug. 28, 1997--AMERICREDIT CORP. (NYSE NYSE See: New York Stock Exchange :ACF (Advanced Communications Function) An earlier official product line name for IBM SNA programs, such as VTAM (ACF/VTAM) and NCP (ACF/NCP). ACF - Advanced Communications Function ) announced today that the Board of Directors has adopted a Shareholder Rights Plan. Under the Rights Plan, Rights to purchase one one-thousandth (1/1000th) of a share of a new Series A Junior Participating Preferred Stock Participating Preferred Stock A type of preferred stock that, under certain conditions, gives holders the right to receive earnings payouts over and above the specified dividend rate. of the Company at a price of $120 per one one-thousandth of a Preferred Share will be distributed as a dividend at the rate of one Right for each share of the Company's Common Stock held of record on Sept. 12, 1997. The Rights are not exercisable until the Distribution Date (triggered only if certain events occur) and are not detachable de·tach tr.v. de·tached, de·tach·ing, de·tach·es 1. To separate or unfasten; disconnect: detach a check from the checkbook; detach burs from one's coat. 2. from the Company's Common Stock and they do not provide any immediate value to shareholders. No certificates representing the Rights will be issued at this time. Ten days after any person or group acquires (with certain exceptions, the "Acquiring Person") 15% or more of the Company's outstanding Common Stock or announces a tender offer for 15% or more of the Company's outstanding Common Stock, the Rights will become exercisable. Thereafter, the Rights will trade separately from the Company's Common Stock and have separate certificates. Holders of the Rights will be entitled en·ti·tle tr.v. en·ti·tled, en·ti·tling, en·ti·tles 1. To give a name or title to. 2. To furnish with a right or claim to something: to purchase from the Company one one-thousandth of a share of Preferred Stock Stock shares that have preferential rights to dividends or to amounts distributable on liquidation, or to both, ahead of common shareholders. Preferred stock is given preference over common stock. Holders of preferred stock receive dividends at a fixed annual rate. for $120. Under certain circumstances, however, the Rights will be modified so that each Right not owned by the Acquiring Person would become exercisable for the number of shares of the Company's Common Stock that at the time have a market value of two times the $120 exercise price of the Right. Shares of Preferred Stock purchasable upon exercise of the Rights are entitled to dividend, liquidation The collection of assets belonging to a debtor to be applied to the discharge of his or her outstanding debts. A type of proceeding pursuant to federal Bankruptcy and voting rights Voting rights The right to vote on matters that are put to a vote of security holders. For example the right to vote for directors. voting rights The type of voting and the amount of control held by the owners of a class of stock. 1,000 times those afforded one share of common stock. Accordingly, the value of the one one- thousandth of a share of Preferred Stock purchasable upon exercise of each Right should approximate the value of one share of Common Stock. The Rights will expire on Aug. 27, 2007 and may be redeemed by the Company for one cent ($.01) per Right under certain circumstances. At any time prior to the time an Acquiring Person becomes such, the Board of Directors of the Company may redeem the Rights in whole, but not in part, at a price of $.01 per Right. Until a Right is exercised or exchanged, the holder thereof, as such, will have no rights as a shareholder of the Company, including, without limitation, the right to vote or to receive dividends. The Rights contain provisions that are intended to protect shareholders from abusive Tending to deceive; practicing abuse; prone to ill-treat by coarse, insulting words or harmful acts. Using ill treatment; injurious, improper, hurtful, offensive, reproachful. takeover tactics that may be used by an acquiror which the Board believes are not in the best interests of the shareholders. Examples of such transactions include a gradual accumulation of shares in the open market or a partial or two-tier tender offer two-tier tender offer An offer to purchase a sufficient number of stockholders' shares so as to gain effective control of a firm at a certain price per share, followed by a lower offer at a later date for the remaining shares. that does not treat all shareholders equally, and other acquisition attempts which may unfairly pressure shareholders by coercing them to relinquish their investment and depriving the Company's Board and shareholders of any real opportunity to determine the future of the Company and to realize the full value of the shareholders' investment in the Company. The Rights are not intended to prevent a takeover of the Company and will not do so. The Rights Plan increases the Board's ability to effectively represent the interests of shareholders and other constituencies of the Company upon the occurrence of an unfair acquisition proposal. While the Board is not aware of any present effort to acquire control of the Company, it believes these Rights represent a sound and reasonable means of safeguarding the interests of its shareholders. A summary of the plan will be mailed to each shareholder in the near future. CONTACT: AMERICREDIT CORP., Fort Worth Daniel E. Berce, or Kim Welch Welch , William Henry 1850-1934. American pathologist and bacteriologist who discovered the bacteria that causes gas gangrene. , 817/332-7000 |
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