Masimo Corporation Adopts Stockholder R... ( IRVINE Calif. Nov. 9 /- Masimo (N...)

Masimo Corporation Adopts Stockholder Rights Plan

Date:11/9/2007

IRVINE, Calif., Nov. 9 /PRNewswire-FirstCall/ -- Masimo (Nasdaq: MASI) the inventor of Pulse CO-Oximetry and Read-Through Motion and Low Perfusion pulse oximetry, announced today that the Pricing Committee of its Board of Directors has formally adopted a stockholder rights plan.

"This plan is designed to enhance the Board's ability to protect stockholders against unsolicited attempts to acquire control of the company that do not offer an adequate price to all stockholders or are otherwise not in the best interests of the company and its stockholders and customers," said Joe E. Kiani, Chairman and CEO of Masimo. "The plan is intended to provide the Board with sufficient time to consider any and all alternatives to such an action."

As disclosed in the Company's previous filings with the Securities and Exchange Commission in connection with its initial public offering, the Company anticipated adopting a stockholder rights plan following the completion of its IPO, which occurred on August 13, 2007. The Plan was not adopted in response to any attempt to acquire the Company. Under the Plan, each common stockholder of the Company at the close of business on November 26, 2007 will receive a dividend of one right for each share of the Company's common stock held of record on that date. Each right will entitle the holder to purchase from the Company, in certain circumstances described below, one one-thousandth of a share of newly-created Series A junior participating preferred stock of the Company for an initial purchase price of $136 per share. The rights distribution will not be taxable to stockholders and the distribution of rights under the Plan will not interfere with the Company's business plans or be dilutive
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