- Keros Therapeutics (KROS, Financial) initiates a strategic review to explore various options to maximize shareholder value.
- The company adopts a stockholder rights plan to prevent hostile takeovers during this process.
- A preliminary update on the strategic alternatives review is expected within 60 days.
Keros Therapeutics, Inc. (KROS) has announced a comprehensive review of strategic alternatives aimed at maximizing stockholder value. This process is being conducted by an independent Strategic Committee formed by the company's Board of Directors. As part of this review, Keros is considering several options, including the potential sale of the company, business combination transactions, further investment in its pipeline, or returning excess capital to shareholders.
In conjunction with the strategic review, Keros has implemented a limited-duration stockholder rights plan, commonly known as a "poison pill." This plan is designed to defend against hostile acquisition attempts following a significant accumulation of the company's stock by external investors. An individual investor has already acquired an 11.2% stake as of April 6, 2025. The rights plan will activate if any entity acquires 10% or more (15% for passive institutional investors) without Board approval. It is set to expire on April 9, 2026.
The rights plan aims to protect the interests of Keros and its shareholders, ensuring a fair and orderly strategic review process. If the threshold is crossed, existing shareholders would have the opportunity to purchase additional shares at a discount, thereby diluting the position of the acquirer.
The company, with a market capitalization of $383.6 million, will provide a preliminary update on the status of the review within 60 days of the announcement, though there is no predetermined timeline for the completion of this process.
