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| MFRI > SEC Filings for MFRI > Form 8-K on 17-Sep-2009 | All Recent SEC Filings |
17-Sep-2009
Material Modification to Rights of Security Holders, Financial Statements and Exhibits
On September 15, 2009, MFRI, Inc. (the "Company") and Continental Stock Transfer & Trust Company, as successor rights agent (the "Rights Agent"), entered into the Amendment (the "Amendment") to Rights Agreement (the "Rights Agreement") between the Company and Harris Trust and Savings Bank, as rights agent, dated as of September 15, 1999. Among other things, the Amendment extends the term of the Rights Agreement until September 15, 2019; appoints Continental Stock Transfer & Trust Company as successor rights agent; and amends certain definitions to include positions in certain derivative instruments related to the Company's common stock as constituting beneficial ownership of such stock.
The foregoing description of the Amendment is qualified in its entirety by reference to the full text of the Amendment, a copy of which is filed as an exhibit hereto and is incorporated herein by this reference.
(d) Exhibits
The following Exhibit is included with this Report:
4.1 Amendment to Rights Agreement dated as of September 15, 2009, by and between MFRI, Inc. and Continental Stock Transfer & Trust Company, as Rights Agent.
The forward-looking statements contained in this report are based on current expectations, estimates, projections and assumptions made by management. While the Company's management believes the assumptions underlying its forward-looking statements are reasonable, such information is subject to uncertainties and may involve certain risks, many of which are difficult to predict and beyond management's control. As such, these statements are not guarantees of future performance, results or events. The Company assumes no obligation to update or supplement forward-looking statements that become untrue because of subsequent events.
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