On August 19, 2022, Clarus’s board of directors approved two of its top stockholders to increase their respective ownership to up to 12.5% of the Company’s outstanding shares of common stock.The Company’s board of directors reserves the right to pursue any and all remedies available against Parallax, including, without limitation, taking action to trigger the remedies under the rights agreement which would result in material dilution in the economic value of Parallax’s ownership in Clarus’ common stock. The rights agreement is intended to preserve the Company’s valuable net operating losses by limiting the number of 5% or more beneficial owners and therefore reducing the risk of a possible change of ownership under Section 382 of the Internal Revenue Code of 1986, as amended. Clarus has communicated to Parallax that because such acquisition was without the approval of Clarus’ board of directors, it is a violation of its rights agreement dated February 7, 2008. and its affiliates (“Parallax”) recently filed a Schedule 13G with the Securities and Exchange Commission disclosing that it has acquired beneficial ownership in excess of 5% of Clarus’ outstanding common stock. The Company is not aware of any new material developments or pending announcements concerning its business operations that may be contributing to the recent volatile market activity in the trading of its common stock as well as related derivatives.The statement provided by the Company is as follows: 01, 2022 (GLOBE NEWSWIRE) - Clarus Corporation (NASDAQ: CLAR) (“Clarus” and/or the “Company”), a global company focused on the outdoor and consumer enthusiast markets, released a statement acknowledging the recent market volatility in the trading of shares of its common stock and related derivatives.
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