GigOptix Inc of San Jose, CA, USA (a fabless supplier of analog semiconductor and optical communications components for fiber-optic and wireless networks) has entered into an amended and restated rights agreement to extend the expiration date of its stockholder rights plan, which provides that it issue rights to purchase shares of Series A Junior Preferred Stock. The plan would otherwise have expired on 16 December.
This amends the rights agreement previously adopted by (i) extending the expiration date by three years to 16 December 2017, (ii) decreasing the exercise price per right issued to stockholders pursuant to the stockholder rights plan from $8.50 to $5.25, and (iii) making certain other technical and conforming changes. The amended and restated rights agreement was not adopted in response to any acquisition proposal, the firm says.
The agreement is designed to provide stockholders with the opportunity to benefit from the long-term prospects and value of the firm and to ensure the fair and equal treatment of stockholders in the event of a proposed takeover of the firm.
On 16 December 2011, GigOptix’s board of directors declared a dividend to all stockholders of record of the firm’s common stock as of 6 January 2012 of one right to purchase Series A Junior Preferred Stock for each share of common stock outstanding. The board also previously determined that one preferred stock purchase right will also attach to each share issued by the firm between 6 January 2012 and the earlier of either the exercisability of the rights or the expiration of the stockholder rights plan, which will now occur on 16 December 2017. The preferred stock purchase rights will be exercisable only as provided for under the amended and restated rights agreement. The rights will expire on 16 December 2017, unless earlier redeemed or exchanged by the company.
