In response to receiving an unsolicited bid last week from Coliseum Capital Management to acquire the company, Purple’s board created a special committee of independent and disinterested directors to evaluate the proposal.
The committee — which has not reached a conclusion regarding the bid — includes Gary DiCamillo, Claudia Hollingsworth, Paul Zepf and Dawn Zier, according to a company press release.
The company also adopted a limited-duration shareholder rights plan, or poison pill, in response to Coliseum’s bid. The plan, which went into effect immediately and will expire on Sept. 25, 2023 unless the committee terminates sooner, is exercisable to any individual or group that acquires 20% or more of Purple’s common stock. Anyone that currently owns 20% or more of the brand’s stock cannot purchase additional shares without triggering the plan.
Purple said the poison pill strategy is “intended to enable the company's shareholders to realize the full value of their investment and to guard against any attempts to gain control of the company without paying all shareholders an appropriate control premium.” The company also said the rights plan would not get in the way of the board considering an offer “that is fair and otherwise in the best interests of Purple shareholders.”
The acquisition offer from Coliseum, which owns 45% of Purple’s stock, was to acquire Purple’s remaining common stock for $4.35 a share.
