Innodata Adopts New Stockholder Rights Plan
NEW YORK, NY / ACCESSWIRE / February 4, 2019 / INNODATA INC. (NASDAQ: INOD) today announced that its Board of Directors has adopted a stockholder rights plan to replace a prior rights plan that expired on January 31, 2019. At Innodata’s 2019 Annual Meeting of Stockholders, stockholders will be asked to vote on a proposal to approve the new rights plan. If stockholders do not approve the rights plan, the plan will terminate when the results of the meeting are certified. Otherwise, the rights plan will terminate on January 31, 2022.
The rights plan provides for a 20% stock ownership threshold at which rights under the plan may become exercisable, and contemplates the exemption at the request of stockholders of certain qualifying takeover offers. It is designed to assist Innodata’s Board in protecting Innodata and its stockholders from takeover tactics that the Board considers abusive. The rights plan is not being adopted in response to any specific takeover proposal.
The rights plan and a summary of its terms will be included in a Form 8-K that Innodata will file with the Securities and Exchange Commission.
Innodata (NASDAQ: INOD) is a global services and technology company focused on data transformation, enrichment, and management. Through our data refinery platform and related products and services, we enable the world’s preeminent media, publishing and information services companies, as well as data-driven enterprises, to improve operational efficiency, drive growth, and bring new data-enabled products to market. Innodata Labs, our technology incubator, focuses on applied machine learning and emerging artificial intelligence. Our culture of innovation, quality, and service is present in everything we do.
Our venture companies include Synodex, a leader in medical record data transformation, and Agility PR Solutions, a provider of SaaS software and solutions for PR and communications professionals.
Forward Looking Statement
This release contains forward-looking statements that are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. The words “project,” “head start,” “believe,” “expect,” “should,” “anticipate,” “indicate,” “point to,” “forecast,” “likely,” “goals,” “optimistic,” “foster,” “estimate,” “plan” and other similar expressions generally identify forward-looking statements, which speak only as of their dates.
These forward-looking statements are based largely on our current expectations and are subject to a number of risks and uncertainties, including without limitation, that contracts may be terminated by clients; projected or committed volumes of work may not materialize; the primarily at-will nature of contracts with our Digital Data Solutions clients and the ability of these clients to reduce, delay or cancel projects; continuing Digital Data Solutions segment revenue concentration in a limited number of clients; continuing Digital Data Solutions segment reliance on project-based work; inability to replace projects that are completed, canceled or reduced; our dependency on content providers in our Agility segment; difficulty in integrating and deriving synergies from acquisitions, joint venture and strategic investments; potential undiscovered liabilities of companies and businesses that we may acquire; potential impairment of the carrying value of goodwill and other acquired intangible assets of companies and businesses that we acquire; changes in our business or growth strategy; depressed market conditions; changes in external market factors; the ability and willingness of our clients and prospective clients to execute business plans which give rise to requirements for our services; changes in our business or growth strategy; the emergence of new or growing competitors; various other competitive and technological factors; and other risks and uncertainties indicated from time to time in our filings with the Securities and Exchange Commission.
Our actual results could differ materially from the results referred to in the forward-looking statements. In light of these risks and uncertainties, there can be no assurance that the results referred to in the forward-looking statements will occur. We undertake no obligation to update or review any guidance or other forward-looking information, whether as a result of new information, future developments or otherwise.
SOURCE: Innodata Inc.