First Business Financial Services, Inc. Adopts Shareholder Rights Plan
MADISON, Wis., June 6, 2008 (PRIME NEWSWIRE) -- First Business Financial Services, Inc. (Nasdaq:FBIZ) announced that its Board of Directors adopted a shareholder rights agreement. In connection with the adoption of the rights agreement, the Board declared a dividend of one common share purchase right on each outstanding share of First Business’s common stock. The issuance of the rights under the rights agreement will be made on July 15, 2008 to shareholders of record as of the close of business on July 1, 2008.
The rights are designed to enable all First Business shareholders to realize the full long-term value of their investment and to provide for fair and equal treatment of all shareholders in the event that an unsolicited attempt is made to acquire First Business. First Business believes that the rights agreement will help protect shareholders against abusive takeover tactics that may be used to gain control of the company without paying a price that is in the best interest of all shareholders. The rights agreement was not adopted in response to any known offers for First Business and is similar to rights agreements adopted by many other companies.
The rights will be exercisable only if a person or group acquires 15% or more of First Business’s common stock or announces a tender offer, consummation of which would result in ownership by a person or group of 15% or more of the common stock.
Each right will initially entitle shareholders to buy one-half of one share of common stock at an initial exercise price of $85.00 per full share, subject to adjustment. If any person becomes a 15% or more shareholder of First Business, then each right (subject to certain limitations) will entitle its holder to purchase, at the rights’ then-current exercise price, a number of common shares of First Business or of the acquiror having a market value at the time of twice the rights’ full share exercise price.
First Business’s Board of Directors may redeem the rights for $0.001 per right at any time prior to the time when the rights become exercisable. Unless the rights are redeemed, exchanged or terminated earlier, they will expire on June 5, 2018.
Additional details regarding the rights agreement are contained in a Form 8-K to be filed by First Business with the Securities and Exchange Commission and in a summary to be mailed to all shareholders on or about July 15, 2008.