#Tabula rasa stock series#

RBC Capital Markets, LLC is acting as financial advisor to the Company and Morgan, Lewis & Bockius LLP is acting as legal counsel to the Company. The Rights Plan is effective immediately and will expire on July 25, 2023.įurther details about the Rights Plan will be contained in a Form 8-K to be filed by the Company with the Securities and Exchange Commission. Any shareholders with beneficial ownership of 10% or more of the Company's outstanding common stock prior to this announcement are generally grandfathered at their current ownership levels but are not permitted to increase their ownership without triggering the Rights Plan. In that case, each holder of a right (other than the acquiring person, whose rights will become void and will not be exercisable) will be entitled to purchase, at the then-current exercise price, additional shares of common stock having a then-current market value of twice the exercise price of the right. The rights will initially trade with Tabula Rasa's common stock and will become exercisable only if any person acquires 10% or more of the Company's outstanding common stock. Pursuant to the Rights Plan, the Company is issuing one right for each share of common stock as of the close of business on August 5, 2022. The Rights Plan is similar to plans adopted by other publicly traded companies. Given the importance of maintaining focus on enhancing the strength of the Company's business and the differentiated value TRHC delivers to clients through the Company's comprehensive portfolio of innovative solutions and services, the Board believes that adopting the Plan is in the best interests of the Company and its stockholders and will contribute to the preservation of the Company's long-term value.

The adoption of the Rights Plan by the Board is intended to allow the Company to realize the long-term value of the Company's assets by protecting the Company from actions of third parties that the Board determines are not in the best interest of the Company and its stockholders. We have engaged with Indaba on multiple occasions and anticipate that we will have further dialogue with them.' While we appreciate Indaba's investment in TRHC, we want to ensure that the Board is able to fulfill its fiduciary duty to maximize the value of Tabula Rasa, which includes protecting TRHC from being controlled or acquired in a manner or at a price that are not in the best interests of our stockholders. Gordon Tunstall, Lead Independent Director, stated, 'We are adopting this Rights Plan to protect the long-term value of all Tabula Rasa stockholders' investments in the Company.

According to Indaba's filings with the SEC, they began buying shares in TRHC in April 2022. The Board of Directors resolved to adopt the Rights Plan following the Jfiling by Indaba Capital Management ('Indaba') of an amendment to its Schedule 13D, in which the firm disclosed that it has acquired a position that represents approximately 25% of the outstanding shares in TRHC.

#Tabula rasa stock series#

('Tabula Rasa,' 'TRHC' or the 'Company') (NASDAQ: TRHC), a leading healthcare technology company advancing the safe use of medications, today announced that its Board of Directors has unanimously approved the adoption of a limited-duration stockholder rights plan ('Rights Plan') under which stockholders will receive rights to purchase a new series of preferred stock in certain circumstances. MOORESTOWN, N.J., J/PRNewswire/ - Tabula Rasa HealthCare, Inc. Protects Long-Term Value of All Stockholders' Investments in Tabula Rasa.Responds to Substantial Stock Accumulation by Indaba Capital Management.