Jefferies LLC acted as ADMA`s financial advisor in the adoption of the rights plan. Morgan, Lewis and Bockius LLP is legal counsel for ADMA. In general, shareholder rights are exercised only if a person or group acquires 10% (or 20% for some passive investors) or more of the company`s current common shares (directly or indirectly via derivatives) and is made available to all holders from 12 June 2020. When the rights are exercised, any rights allow the owner (with the person or group that triggered the rights) to acquire a series of common shares of the company at a 50% discount. The Commission may also, on that date, exchange any rights held by these holders for a common share. In the absence of effective acceptance of the plan, the development of a “shelf” rights plan refers to the practice of providing a board with temporary information about the subject matter of a rights plan (and reviewing its fiduciary obligations as part of the acceptance of the plan), establishing the rights plan and related documentation, negotiating the rights agreement with the agent and taking other steps to ensure that a rights plan can be quickly finalized and “removed from the scope” there is an active threat. Putting a plan on the shelf can increase voting capacity by facilitating the rapid adoption of the rights plan if circumstances warrant. In addition, “inclusion of the rights plan” does not require public disclosure and does not place a table on a defined path. In addition, in a calm environment, a board of directors will have acquired key knowledge about the terms of a rights plan without the pressure of an acquisition threat. Since shareholders – who own a business – can overwhelmingly vote in favour of the acquisition, the management of the target company uses a poison pill, which is usually a specially designed shareholder law plan, with certain conditions, specifically designed to prevent acquisitions.

For the purposes of this directive, the term “Stockholder Rights Plan” generally refers to any plan: which provides for the distribution to shareholders of Occidental Petroleum Corporation (OPC) of preferential shares, rights, warrants, warrants, options or debt securities in order to discourage unsealed acquisitions by granting certain rights to shareholders in the event of a triggering event, such as an offer or acquisition by third parties. B or a certain percentage of the stock. In this context, the review of the defence against acquisitions is more important than ever, as a board of directors assesses how best to protect and unlock shareholder value in times of difficulty.