CINCINNATI, Nov. 24 /PRNewswire-FirstCall/ -- LCA-Vision Inc. (Nasdaq: LCAV) ("LCA-Vision" or the "Company"), a leading provider of laser vision correction services under the LasikPlus(R) brand, today announced that its Board of Directors has adopted a stockholder rights plan, and in connection with the rights plan has declared a dividend distribution of one preferred stock purchase right on each outstanding share of LCA-Vision common stock.
Under a Rights Agreement entered into on November 24, 2008 in connection with the adoption of the rights plan, each right will entitle stockholders to buy one one-hundredth newly-issued share of the Company's Series A Junior Participating Preferred Stock at a purchase price of $100.00. The rights initially will trade only with the shares of LCA-Vision common stock to which they are attached, and no separate rights certificates will be issued.
The rights will become exercisable only if a person or group acquires or obtains the right to acquire ownership of 20% or more of LCA-Vision common stock, commences a tender or exchange offer for 20% or more of the common stock, or is declared an "Adverse Person" by the Board of Directors of the Company. The Company will be entitled to redeem the rights at one-tenth of one cent per right at any time before the tenth business day following the date a 20% position has been acquired or a person has been declared an "Adverse Person."
If LCA-Vision is acquired in a merger or other business combination
transaction, each right will entitle its holder to purchase, at the right's
then-current exercise price, a number of the acquiring company's common shares
having a market value at that time of twice the right's exercise price. The
rights also provide a similar right for holders (other than an Acquiring
Person or Adverse Person as defined
|SOURCE LCA-Vision Inc.|
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