TruBridge Announces Adoption of Limited Duration Stockholder Rights Plan
26 Marzo 2024 - 1:00PM
Business Wire
TruBridge, Inc. (NASDAQ: TBRG) (the “Company”), a healthcare
solutions company, announced today that its Board of Directors (the
“Board”) voted unanimously to adopt a limited duration stockholder
rights plan (the “Rights Plan”) to protect stockholders’ interests
and maximize value for all stockholders.
The Rights Plan is similar to plans adopted by other public
companies and is designed to ensure that all of the Company’s
stockholders have the opportunity to realize the long-term value of
their investment in the Company and to guard against abusive
tactics so that no person, entity or group can gain a control or
control-like position in the Company through open market
accumulations of the Company’s common stock or other tactics
potentially disadvantaging the interests of the Company’s
stockholders without negotiating with the Board and without paying
an appropriate control premium to all stockholders.
The Rights Plan is intended to position the Board to fulfill its
duties by ensuring that the Board has sufficient time to make
informed judgments that are in the best interests of the Company
and its stockholders.
The Rights Plan provides for the issuance of one right for each
outstanding share of the Company’s common stock. Under the Rights
Plan, rights will become exercisable if a person, entity or group
acquires beneficial ownership of 10% or more of the outstanding
common stock in a transaction not approved by the Board or if an
existing stockholder that already beneficially owns 10% or more of
the outstanding common stock subsequently increases its ownership
by one or more shares. In the event that the rights become
exercisable, each right would entitle its holder (other than the
person, entity or group triggering the Rights Plan, whose rights
would become void and would not be exercisable) to buy at the
exercise price additional shares of common stock having a market
value equal to twice the exercise price. The Board may, at its
option, redeem all rights for $0.001 per right at any time prior to
a person, entity or group acquiring beneficial ownership of 10% or
more of the common stock and/or an existing stockholder that
already beneficially owns 10% or more of the common stock
increasing its ownership by one or more shares.
Although any stockholder beneficially owning 10% or more of the
common stock at the time of the adoption of the Rights Plan is
grandfathered, the rights will become exercisable if that
stockholder subsequently increases its ownership by one or more
shares.
The Rights Plan also includes a qualifying offer provision,
which allows stockholders, under certain circumstances, to demand
that the Board call a special meeting to vote on exempting a
pending offer from the provisions of the Rights Plan, provided such
pending offer meets certain qualifying criteria.
The Rights Plan is effective immediately and will expire on
March 25, 2025.
Additional details regarding the Rights Plan will be included in
a Current Report on Form 8-K being filed by the Company with the
U.S. Securities and Exchange Commission (the “SEC”).
About TruBridge
We are a trusted partner to more than 1,500 healthcare
organizations with a broad range of technology‑first solutions that
address the unique needs and challenges of diverse communities,
promoting equitable access to quality care and fostering positive
outcomes. Our industry leading HFMA Peer Reviewed® suite of revenue
cycle management (RCM) offerings combine unparalleled visibility
and transparency to enhance productivity and support the financial
health of healthcare organizations across all care settings.
TruBridge has over four decades of experience in connecting
providers, patients and communities with innovative solutions that
create real value by supporting both the financial and clinical
side of healthcare delivery. Our solutions champion end-to-end,
data-driven patient journeys that support value-based care, improve
outcomes, and increase patient satisfaction. We support efficient
patient care with electronic health record (EHR) product offerings
that successfully integrate data between care settings. Above all,
we believe in the power of community and encourage collaboration,
connection, and empowerment with our customers. We clear the way
for care. For more information, please visit www.trubridge.com.
Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of the “safe harbor” provisions of the Private
Securities Litigation Reform Act of 1995. These forward-looking
statements can be identified generally by the use of
forward-looking terminology and words such as “expects,”
“anticipates,” “estimates,” “believes,” “predicts,” “intends,”
“plans,” “potential,” “may,” “continue,” “should,” “will” and words
of comparable meaning. Without limiting the generality of the
preceding statement, all statements in this press release that are
not historical facts are forward-looking statements, including
statements related to the anticipated benefits and expected timing
and consequences of the Rights Plan. We caution investors that any
such forward‑looking statements are only predictions reflecting the
best judgment of the Company based upon currently available
information and are not guarantees of future performance. Certain
risks, uncertainties and other factors may cause the Company’s
actual results, performance or plans to differ materially from
those projected in the forward‑looking statements. Such factors may
include risks related to the ability of the Rights Plan to protect
stockholders’ interests and maximize value for all stockholders,
including that the Rights Plan may not effectively ensure that the
Board has sufficient time to make informed judgments that are in
the best interests of the Company and its stockholders, and other
risk factors described from time to time in our public releases and
reports filed with the SEC, including, but not limited to, our most
recent Annual Report on Form 10-K. We also caution investors that
the forward-looking information described herein represents our
outlook only as of this date, and we undertake no obligation to
update or revise any forward-looking statements to reflect events
or developments after the date of this press release except as
otherwise required by applicable law.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20240326080431/en/
Tracey Schroeder Chief Marketing Officer
tracey.schroeder@trubridge.com (251) 639-8100
Grafico Azioni TruBridge (NASDAQ:TBRG)
Storico
Da Nov 2024 a Dic 2024
Grafico Azioni TruBridge (NASDAQ:TBRG)
Storico
Da Dic 2023 a Dic 2024