Barnwell Industries Adopts Shareholder Rights Plan

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Barnwell Industries, Inc., a company based in Honolulu, Hawaii, has announced that its Board of Directors has adopted a limited-duration shareholder rights plan. The plan is intended to protect the interests of the company and all of its shareholders, enable them to realize the long-term value of their investment, and guard against tactics to gain control of the company without paying an appropriate premium.

Why it matters

Barnwell's existing rights plan had recently expired, and the new plan is designed to prevent a significant shareholder from potentially gaining 'creeping control' of the company without paying a fair price to all shareholders. The plan aims to ensure equal treatment and an opportunity for shareholders to receive fair value in the event of any proposed takeover.

The details

The Rights Plan will issue one right for each Barnwell common share outstanding as of February 13, 2026. The rights will become exercisable if a person acquires 20% or more of Barnwell's outstanding common stock. Shareholders with beneficial ownership of 20% or more prior to the plan's adoption are grandfathered at their current levels but cannot acquire additional shares without triggering the plan. The Rights Plan is effective immediately and will expire on July 29, 2026, unless the rights are earlier redeemed or exchanged.

• The Rights Plan was adopted on January 30, 2026.
• The rights will be issued as of the close of business on February 13, 2026.
• The Rights Plan will expire on July 29, 2026, unless the rights are earlier redeemed or exchanged.