Dollar Thrifty Takes Temporary Protective Measure for Shareholders
As the battle to acquire Dollar Thrifty Automotive Group continues, the rental company took action this week to safeguard the interests of its shareholders.
Dollar Thrifty’s board of directors installed a Shareholders Rights Plan that gives shareholders the right to buy a series of preferred stock under special circumstances, which basically helps to prevent a party from trying to purchase DTAG “in a manner or on terms that are not in the best interest of the company and all shareholders.”
The plan expires a year from now.
As it currently stands, DTAG said it will work with Hertz Global Holdings as it attempts to gain antitrust clearance from the Federal Trade Commission. Dollar Thrifty is also working with Avis Budget Group as it attempts to gain antitrust clearance, as well.
“We believe it is prudent for our board of directors to take this action as a means of ensuring that the board of directors, and all shareholders, have a full and fair opportunity to consider any offers to acquire the company after we have additional clarity on the antitrust regulatory process without the undue influence that may result if one or more holders are permitted to accumulate significant positions in Dollar Thrifty common stock,” explained Dollar Thrifty president and chief executive officer Scott Thompson.
“We see the Rights Plan as a temporary measure that is consistent with our fiduciary duties,” he added.
DTAG shareholders can exercise their rights under the plan if any of the following happen without the board’s approval:
—A person or group purchases at least 20 percent of the company’s common stock.
—A person or group reveals a tender offer resulting in the ownership of at least 20 percent of DTAG’s common stock.
—A person or group already with 20 percent of DTAG’s common shares buys more shares.
If one of these things happens, all rights holders (besides the person or group causing the rights to take effect) can buy DTAG common stock for half off.
“The rights will trade with Dollar Thrifty’s common stock, unless and until they are separated upon the occurrence of certain future events,” officials stressed.
“Dollar Thrifty board may terminate the Rights Plan or redeem the rights prior to the time the rights are triggered. Further details of the Rights Plan will be contained in a Form 8-K to be filed with the Securities and Exchange Commission," the company added.