The amendments eliminate certain restrictions in the Shareholder Agreement and the Share Issuance and Repurchase Agreement that limited Holdings' ability to increase its ownership in the Company above 49.9% and remove the requirement that the board be comprised of seven directors. The amendments also allow Holdings to nominate directors to the board according to a formula based on its share ownership in the company; however, the number of directors that Holdings may nominate will in any event be less than a majority of the board. The amendments were considered by a special committee of the board of the company comprised entirely of independent directors, and recommended to and approved by the board.
- Investment & Company Information
- Repurchase Agreement