Data I/O Moves to Head Off Potential Takeover
REDMOND, WA – Data I/O today announced a standstill and voting agreement which could limit voting by a leading shareholder.
The agreement is made in response to shareholder David Kanen and his clients, which collectively own more than 15% of the company’s common stock.
The agreement amends Data I/O's rights agreement which dates to Apr. 4, 1998. Under the company’s rights agreement, any beneficial ownership of greater than 15% of the Company’s common stock would ordinarily trigger certain aspects of the rights agreement.
Kanen has indicated that he is forming Kanen Wealth Management, and through various customer accounts expects to hold more than 15% of the outstanding common stock. That is the benchmark for the Kanen Group to be deemed an "Acquiring Person" under the 1988 Rights Agreement.
“The 1998 Data I/O Shareholder rights plan is specifically designed to encourage proactive discussions with large shareholders,” said Anthony Ambrose, president and CEO of Data I/O. “We are pleased that we have been able to reach an agreement that protects the rights of all shareholders, and insures stability and focus of the Board and management team towards continued growth and value creation.”
The Kanen Group has agreed, subject to certain exceptions, that it shall not attempt a proxy takeover of Data I/O, or to sell any shares to a third party as part of an attempt by that party to garner more than 4.9% of the outstanding shares of the company.
