Star Group, L.P. Adopts Unitholder Rights Plan

Source: www.gulfoilandgas.com 3/24/2023, Location: North America

Star Group, L.P a home energy distributor and services provider, announced that it has adopted a Unitholder Rights Plan (the “Plan”).

The Plan is similar to plans adopted by other public companies and is intended to protect the interests of the Company and all unitholders by reducing the likelihood that any entity, person or group gains control of the Company through open-market accumulation or other means without payment of an adequate control premium. The Plan also helps ensure that the Board has sufficient time to make informed, deliberate decisions that are in the best interests of the Company and all unitholders. The Plan has not been adopted in response to any specific takeover bid or other proposal to acquire control of the Company and is not intended to deter offers that are fair and otherwise in the best interests of all unitholders.

In accordance with the Plan, the General Partner of the Company has authorized and declared a distribution of one unit purchase right (a “Right”) on each outstanding Common Unit and General Partner Unit of the Company as of the close of business on April 4, 2023 (the “Record Date”), with each Right representing the right to purchase one Common Unit on the terms and conditions of the Plan. Under the Plan, the Rights will initially trade together with Star’s Common Units and will not be exercisable until the occurrence of certain events relating to the acquisition of 15% or more of the outstanding common units by a person, entity or group in a transaction not approved by the Board. The Rights will expire on March 24, 2028 unless earlier redeemed, exchanged or amended by the General Partner.

If a person, entity or group beneficially owns 15% or more of the outstanding Common Units prior to the Company’s announcement of its adoption of the Plan, then that person’s, entity’s or group’s existing ownership percentage will be grandfathered, although the rights will become exercisable if at any time after the announcement of the adoption of the Plan such person, entity or group increases its ownership of Common Units by more than 0.1% of the outstanding Common Units (excluding increases solely as a result of unit repurchases by the Company).

The issuance of the Rights is not a taxable event, will not affect the reported financial condition or results of operations (including earnings per unit) of Star and will not change the manner in which the Common Units are currently traded.

Additional information regarding the Plan will be contained in a Form 8-K to be filed by Star with the U.S. Securities and Exchange Commission.


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