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Kelly Services Strikes Letter Of Agreement With Hunt Equity Opportunities To Provide For Amendment, Expiration Of Shareholder Rights Plan; Hunt Acquires 3.04M Class B Common Shares Of Kelly To Become Controlling Shareholders With 92.2% Stake

Kelly Services, Inc. (Nasdaq: KELYA; KELYB) ("Kelly" or the "Company"), a leading specialty talent solutions provider, announced today that the Company entered into a letter of agreement (the "Letter Agreement") with Hunt Equity Opportunities, LLC, an indirect subsidiary of Hunt Companies, Inc. ("Hunt"), to provide for the amendment and expiration of the previously announced stockholder rights plan (the "Rights Plan"), and for certain conduct and approval covenants related to Kelly's governance and transaction evaluation processes.

The intent of the adoption of the Rights Plan was to afford the Company's board of directors (the "Board") sufficient time to become informed about and evaluate the terms of the Share Purchase Agreement, dated January 9, 2026, between Terence E. Adderley Revocable Trust K ("Trust K") and Hunt Equity Opportunities, LLC, and to consider the best interests of the stockholders of the Company unaffiliated with Trust K. Following extensive discussions with Hunt, the parties entered into the Letter Agreement pursuant to which the Board unanimously approved Amendment No. 1 to the Rights Plan (the "Amendment"), effective January 30, 2026. The Amendment, among other things, exempts the Hunt purchase of shares from Trust K (the "Transfer") as a trigger event under the Rights Plan and provides that the Rights Plan expires immediately prior to the Transfer.

Thereafter, on January 30, 2026, Trust K closed a transaction with Hunt, pursuant to which Hunt acquired 3,039,940 shares of Class B Common Stock of Kelly from Trust K, causing Hunt to become the controlling stockholder of Kelly with 92.2% of the Class B Common Stock.

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