NORTHVILLE, Mich., Jan. 27 /PRNewswire-FirstCall/ -- Amerigon Incorporated
(Nasdaq: ARGN), a leader in developing and marketing products based on
advanced thermoelectric (TE) technologies, today announced that its Board of
Directors has adopted a Shareholder Rights Plan (the "Rights Plan") in which
one purchase right will be distributed as a dividend on each share of common
stock held of record as of the close of business on February 10, 2009 (the
"Rights"). The Rights will be deemed attached to the certificates
representing outstanding shares of common stock and no separate Rights
certificates will be issued.
The Rights Plan is designed to deter coercive takeover tactics and to
prevent an acquirer from gaining control of the Company without offering a
fair price to all of the Company's shareholders. The Rights Plan will not
prevent a takeover, but should encourage anyone seeking to acquire the Company
to negotiate with the Board of Directors prior to attempting a takeover. The
Rights Plan is not being adopted in response to any specific effort to acquire
control of the Company.
Each Right will entitle its holder to purchase from the Company, in
certain circumstances described below, one one-thousandth of a share of a
newly created Series B Preferred Stock of the Company for $20.00 (the
"Purchase Price"). The Rights will become exercisable if any person or group
becomes the beneficial owner of 15 percent or more of the Company's common
stock or has commenced a tender or exchange offer which, if consummated, would
result in any person or group becoming the beneficial owner of 15 percent or
more of the Company's common stock. If any person or group becomes the
beneficial owner of 15 percent or more of the Company's common stock, each
right will entitle its holder, other than the acquiring person, to purchase a
number of shares of the Company's or the acquirer's common stock having a
value of twice the Purchase Price.
Further details about the Rights Plan will be contained in a Form 8-K to
be filed with the Securities and Exchange Commission by the Company.
About Amerigon
Amerigon (NASDAQ: ARGN) develops products based on its advanced,
proprietary, efficient thermoelectric (TE) technologies for a wide range of
global markets and heating and cooling applications. The Company's current
principal product is its proprietary Climate Control Seat(TM) (CCS(TM))
system, a solid-state, TE-based system that permits drivers and passengers of
vehicles to individually and actively control the heating and cooling of their
respective seats to ensure maximum year-round comfort. CCS, which is the only
system of its type on the market today, uses no CFCs or other environmentally
sensitive coolants. Amerigon maintains sales and technical support centers in
Southern California, Detroit, Japan, Germany, England and Korea.
Certain matters discussed in this release are forward-looking statements
that involve risks and uncertainties, and actual results may be different.
Important factors that could cause the Company's actual results to differ
materially from its expectations in this release are risks that sales may not
significantly increase, additional financing, if necessary, may not be
available, new competitors may arise and adverse conditions in the automotive
industry may negatively affect its results. The liquidity and trading price
of its common stock may be negatively affected by these and other factors.
Please also refer to Amerigon's Securities and Exchange Commission filings and
reports, including, but not limited to, its Form 10-Q for the period ended
September 30, 2008 and its Form 10-K for the year ended December 31, 2007.
Contact:
Allen & Caron Inc
Jill Bertotti (investors)
jill@allencaron.com
Len Hall (media)
len@allencaron.com
(949) 474-4300
SOURCE Amerigon Incorporated
-0- 01/27/2009
/CONTACT: investors, Jill Bertotti, jill@allencaron.com, or media, Len
Hall, len@allencaron.com, both of Allen & Caron Inc, +1-949-474-4300/
(ARGN)
CO: Amerigon Incorporated
ST: Michigan
IN: AUT
SU: SRP
PR
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6141 01/27/2009 06:00 EST http://www.prnewswire.com