CSS Industries Adopts Short-Term Stockholder Rights Plan

11/12/19

PLYMOUTH MEETING, Pa.--(BUSINESS WIRE)--CSS Industries, Inc. (NYSE: CSS), a leading consumer products company serving the craft, gift and seasonal markets, today announced the adoption of a short-term stockholder rights plan (the “Rights Plan”), and declared a dividend distribution of one right (a “Right”) for each outstanding share of common stock. The record date for such dividend distribution is November 22, 2019. The Rights Plan will expire, without any further action by CSS’ Board of Directors, on the earlier of November 11, 2020 or the business day immediately following CSS’ next annual meeting of stockholders, absent an extension being approved by CSS’ stockholders.

The adoption of the Rights Plan is intended to protect CSS and its stockholders from the actions of third parties that CSS’ Board determines may not be in the best interests of CSS and its stockholders, to enable all stockholders to realize the full potential value of their investment in CSS, and to protect the interests of CSS and its stockholders by reducing the likelihood that any person or group gains control of CSS through open market accumulation or other tactics without paying an appropriate control premium. In addition, the Rights Plan provides the CSS Board with time to make informed decisions that are in the best long-term interests of CSS and its stockholders and does not prevent CSS’ Board from considering any offer that it considers to be in the best interest of CSS’ stockholders.

About CSS Industries, Inc.

CSS is a creative consumer products company, focused on the craft, gift and seasonal categories. For these design-driven categories, we engage in the creative development, manufacture, procurement, distribution and sale of our products with an omni-channel approach focused primarily on mass market retailers. Our core products within the craft category include sewing patterns, ribbons, trims, buttons, needle arts and kids’ crafts. For the gift category, our core products are designed to celebrate certain life events or special occasions, with a focus on packaging items, such as ribbons, bows, bags and wrap, as well as stationery, baby gift items, and party and entertaining products. For the seasonal category, we focus on holiday gift packaging items including ribbons, bows, bags, tags and gift card holders, in addition to specific holiday-themed decorations and activities, including Easter egg dyes and Valentine’s Day classroom exchange cards. In keeping with our corporate mission, all of our products are designed to help make life memorable.