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ABTL > SEC Filings for ABTL > Form 8-K on 16-Apr-2014All Recent SEC Filings

Show all filings for AUTOBYTEL INC

Form 8-K for AUTOBYTEL INC


16-Apr-2014

Entry into a Material Definitive Agreement, Material Modification to Rights of Secu


Item 1.01. Entry into a Material Definitive Agreement.

The information included in Item 3.03 below regarding Amendment No. 1 to the Plan (as defined below) is incorporated by reference into this Item 1.01.



Item 3.03. Material Modification to Rights of Security Holders.

On April 14, 2014, the Board of Directors of Autobytel Inc., a Delaware corporation ("Company"), approved an Amendment No. 1 ("Amendment No. 1") to Tax Benefit Preservation Plan dated May 26, 2010 ("Plan") between the Company and Computershare Trust Company, N.A., as rights agent. The Plan, which is designed to protect stockholder value by preserving the Company's important tax assets, was scheduled to expire at the close of business on May 26, 2014. Amendment No. 1 extends the expiration date of the Plan to May 26, 2017 (subject to other earlier termination events set forth in the Plan). Amendment No. 1 to the Plan also increases the Purchase Price (as defined in the Plan) from $8.00 to $75.00. The original Plan was approved by the Company's stockholders at its 2011 Annual Meeting of Stockholders. The Company intends to submit the Plan, as amended, for approval by the Company's stockholders at the Company's 2014 Annual Meeting of Stockholders. If stockholder approval of the Plan, as amended, is not obtained at the Company's 2014 Annual Meeting, the Plan will terminate at the end of the calendar month in which occurs the final adjournment of the Company's 2014 Annual Meeting.

The foregoing description of Amendment No. 1 does not purport to be complete and is qualified in its entirety by reference to the full text of Amendment No. 1, a copy of which is filed with this Current Report on Form 8-K, as Exhibit 4.1 and incorporated herein by reference.

The original Plan is described in, and included as, an exhibit to the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission on June 2, 2010.



Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit
No. Description

4.1 Amendment No. 1 to Tax Benefit Preservation Plan, dated as of April 14, 2014, between Autobytel Inc. and Computershare Trust Company, N.A., as rights agent.


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