Full Press Release Details
Inc. Adopts Shareholder Rights Plan
WALTHAM, Massachusetts (BUSINESS WIRE) March 8, 2007 NeuroMetrix,
Inc. (NASDAQ: NURO) announced today that its Board of Directors has
adopted a Shareholder Rights Plan. Shai
N. Gozani, M.D., Ph.D., NeuroMetrix, Inc. s Chief Executive Officer and
President, stated, The Board believes that a Shareholders Rights Plan enhances
its ability to protect shareholder interests and ensures that shareholders
receive fair treatment in the event any coercive takeover attempt of
NeuroMetrix, Inc. is made in the future.
The Plan is intended to provide the Board with sufficient time to
consider any and all alternatives to such an action. The Board believes it is protecting the
interests of all of its shareholders.
In connection with the adoption of the Shareholder Rights Plan, the
Board of Directors declared a dividend distribution of one preferred stock
purchase right for each outstanding share of NeuroMetrix, Inc. s common stock
to shareholders of record as of the close of business on March 8, 2007. Initially, these rights will not be
exercisable and will trade with the shares of NeuroMetrix, Inc. s common
stock. Under the Shareholder Rights
Plan, the rights generally will become exercisable if a person becomes an
acquiring person by acquiring 15% or more of the common stock of NeuroMetrix,
Inc. or if a person commences a tender offer that could result in that person
owning 15% or more of the common stock of NeuroMetrix, Inc. If a person becomes an acquiring person,
each holder of a right (other than the acquiring person) would be entitled to
purchase, at the then-current exercise price, such number of shares of
preferred stock which are equivalent to shares of NeuroMetrix, Inc. s common
stock having a value of twice the exercise price of the right. If NeuroMetrix, Inc. is acquired in a merger
or other business combination transaction after any such event, each holder of
a right would then be entitled to purchase, at the then-current exercise price,
shares of the acquiring company s common stock having a value of twice the
exercise price of the right.
NeuroMetrix is a medical device company that
is establishing and expanding standards of care through the design, development
and sale of proprietary products used to help physicians diagnose and treat
neuropathies and neurovascular disorders. Neuropathies are diseases of the
peripheral nerves and parts of the spine that frequently are caused by or
associated with diabetes, low back pain and carpal tunnel syndrome, as well as
other clinical disorders. The NC-stat System, the Company s neuropathy
diagnostic system, has been on the market since May 1999 and is used in over
4,900 physician s offices and clinics in the United States. Diabetic
retinopathy is a common neurovascular complication of diabetes and the leading
cause of blindness among working age adults. The Company has exclusive rights
in the U.S. physician office arena to market the DigiScope, which is a
retinopathy detection system specifically designed for use by primary diabetes
Chief Financial Officer