HOUSTON, Nov. 25 /PRNewswire-FirstCall/ -- Dril-Quip, Inc. (NYSE: DRQ)
announced today that its Board of Directors has adopted a Stockholder Rights
Plan (the 'Rights Plan') designed to protect the Company's stockholders from
coercive or unfair takeover techniques. Terms of the Rights Plan provide for a
dividend distribution of one right (a 'Right') for each outstanding share of
common stock to holders of record at the close of business on December 5,
2008. The Rights Plan would be triggered if an acquiring party accumulates 15
percent or more of the Company's common stock and would entitle holders of the
Rights to purchase either shares of the Company's stock or shares in an
acquiring entity at half of market value. The Company would generally be
entitled to redeem the Rights at $0.01 per Right at any time until the tenth
day following the time the Rights become exercisable. The Rights will expire
on November 24, 2018.
Commenting on the Rights Plan, the Company's Co-Chief Executive Officers
said, 'The Rights Plan has been adopted because of stock market instability
and not in response to any current accumulation of shares or takeover
situation. The Plan is intended only as a general deterrent to potentially
unfair or coercive takeover practices that could be employed. In light of the
current circumstances in the financial and securities markets, we believe the
Stockholder Rights Plan represents a sound and reasonable means of
safeguarding the interests of the Company's stockholders. The Stockholder
Rights Plan we have adopted is similar to plans that have been adopted by more
than 1,800 other publicly traded companies.'
The Company plans to outline the specific details of the new Rights Plan
in a current report to be filed on Form 8-K with the Securities and Exchange
Commission.
About the Company
Dril-Quip is a leading manufacturer of highly engineered offshore drilling
and production equipment, which is well suited for use in deepwater, harsh
environment and severe service applications.
Cautionary Statement
This press release includes forward-looking statements, which are based
upon certain assumptions and analyses made by the management of the Company in
light of its experience and perception of historical trends, current
conditions, expected future developments and other factors. Forward-looking
statements in this press release relate to, among other things, the following:
the distribution, exercisability and trading of the Rights, the effects of the
Rights Plan, the redemption of the Rights, the expiration of the Rights Plan,
and any other statements that are not historical facts. These statements are
subject to risks beyond the Company's control, including, but not limited to,
the volatility of oil and natural gas prices and cyclicality of the oil and
gas industry, the Company's international operations, operating risks, and
other factors detailed in the Company's public filings with the Securities and
Exchange Commission. Investors are cautioned that any such statements are not
guarantees of future performance and actual outcomes may vary materially from
those indicated.
SOURCE Dril-Quip, Inc.