Matrix Service Co – ‘8-A12B’ on 11/9/99 – EX-2

On:  Tuesday, 11/9/99   ·   Accession #:  930661-99-2522   ·   File #:  1-15461

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Registration of a Class of Securities   —   Form 8-A
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-A12B      Form 8-A                                               3     12K 
 2: EX-1        Rights Agreement                                      56    246K 
 3: EX-2        Press Release Dated Nov. 3, 1999                       1      7K 

EX-2   —   Press Release Dated Nov. 3, 1999

EX-2
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                                                                       Exhibit 2

MATRIX SERVICE COMPANY ADOPTS STOCKHOLDER RIGHTS PLAN                           

TULSA, OKLAHOMA, November 3, 1999: Matrix Service Company (Nasdaq:MTRX) today   
announced its board of directors has authorized the adoption of a stockholder   
rights plan.  The rights will be issued on November 12, 1999, to stockholders of
record on that date, and will expire on November 12, 2009, unless earlier       
redeemed, exchanged or amended by the board of directors.                       

     Bradley Vetal, President of the Company said:  "We believe this plan, which
is similar to plans adopted by a significant number of U.S. public companies,   
is a prudent step in protecting the interests of our stockholders in connection 
with any effort to acquire control of the company. The plan seeks to ensure that
all stockholders will receive a fair price and equitable treatment in the event 
of unsolicited attempts to acquire the company.  The adoption of this plan is   
not in response to any pending takeover threats.  The issuance of the rights    
does not in any way affect our business plans, has no dilutive effect on the    
number of common shares outstanding and will not affect reported earnings per   
share."                                                                         

    The plan provides for the issuance of one right for each outstanding share
of Matrix common stock.  Initially, the rights will trade together with the     
common stock and will not be exercisable.  In the absence of further board      
action, should a person or group acquire 15 percent or more of the outstanding  
shares of the Company's outstanding common stock, the rights generally will     
become exercisable and allow the stockholder, other than the acquiring person or
group, to acquire common stock at a discounted price.  An exception has been    
made to the 15 percent trigger for the holdings of David L. Babson & Co. that   
currently exceed 12 percent.  Under certain circumstances, the rights will      
entitle the holder to buy shares in the acquiring entity at a discounted price. 
At the option of the board of directors, Matrix may redeem all rights for $.01  
per right at any time prior to the time the rights become exercisable.          

Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘8-A12B’ Filing		Date		Other Filings
		11/12/09		4
		11/12/99
Filed on:		11/9/99		8-K
		11/3/99		8-K
				List all Filings