PLANTATION, Fla., June 29 /PRNewswire-FirstCall/ -- Viragen International, Inc. , a majority-owned subsidiary of Viragen, Inc. , today announced that its Board of Directors and the holder of a majority of its outstanding common stock have approved and authorized a 1-for-40 reverse stock split, as part of a plan to optimize the Company’s capital structure and enter into new strategic initiatives and financing agreements.
The reverse split was approved and authorized by VRA, under Delaware law, without a stockholders’ meeting, as it owns approximately 77% of VGNI. A preliminary information statement related to this transaction has been filed with the SEC, and a definitive information statement will be filed and mailed to stockholders soon after completion of regulatory review. The reverse stock split is expected to take place approximately 20 days following mailing of the definitive information statement to stockholders.
The reverse stock split will affect all shares of Viragen International’s common stock, including those shares underlying stock options outstanding immediately prior to the effective date of the reverse stock split.
In the reverse stock split, each 40 shares of Viragen International’s issued and outstanding common stock will be automatically converted into one share of common stock, reducing the number of Viragen International’s outstanding shares from approximately 77.7 million shares to approximately 1.94 million shares. No fractional shares will be issued in connection with the reverse stock split. Instead, the Company will round up any fraction to the nearest whole share. As a result, each stockholder whose shares of common stock are not evenly divisible by forty will receive one additional share of common stock for the fractional shares of common stock that such stockholder would otherwise be entitled to receive as a result of the reverse stock split.
Stockholders whose shares are held in brokerage accounts need take no action for their brokers to receive post-split stock certificates. Stockholders of record should not tender pre-split stock certificates in exchange for post-split certificates at this time. Following the reverse stock split, stockholders of record will receive instructions on how they can exchange their pre-split certificates for post-split certificates.
Shortly before the effective date of the reverse stock split, the Company’s common stock will be assigned a new CUSIP identification number and trading symbol. The Company will issue a press release disclosing the new CUSIP number and symbol once they have been assigned.
About Viragen International, Inc.:
With international operations in the U.S., Scotland and Sweden, we are a bio-pharmaceutical company engaged in the research, development, manufacture, and commercialization of Multiferon(R) (multi-subtype, human alpha interferon), which is uniquely positioned in valuable niche indications, such as high-risk malignant melanoma, other niche cancer indications and selected infectious diseases.
We are a majority-owned subsidiary of Viragen, Inc. and operate through our foreign wholly-owned subsidiaries: ViraNative AB, a company located in Umea, Sweden; and Viragen (Scotland) Limited, a company located near Edinburgh, Scotland.
For more information, please visit: http://www.Viragen.com Viragen, Inc. Corporate Contact: Douglas Calder, Director of Communications Phone: (954) 233-8746; Fax: (954) 233-1414 E-mail: dcalder@viragen.com
The foregoing press announcement contains forward-looking statements that can be identified by such terminology such as “believes,” “expects,” “potential,” “plans,” “suggests,” “may,” “should,” “could,” “intends,” or similar expressions. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the actual results to be materially different from any future results, performance or achievements expressed or implied by such statements. In particular, management’s expectations regarding future research, development and/or commercial results could be affected by, among other things, uncertainties relating to clinical trials and product development; availability of future financing; unexpected regulatory delays or government regulation generally; the success of third- party marketing efforts; our ability to retain third-party distributors; our ability to obtain or maintain patent and other proprietary intellectual property protection; and competition in general. Forward-looking statements speak only as to the date they are made. The Company does not undertake to update forward-looking statements to reflect circumstances or events that occur after the date the forward-looking statements are made.
Photo: http://www.newscom.com/cgi-bin/prnh/20010426/HSTH018LOGO-bAP Archive: http://photoarchive.ap.orgPRN Photo Desk, photodesk@prnewswire.comViragen International, Inc.
CONTACT: Douglas Calder, Director of Communications of Viragen, Inc.,+1-954-233-8746, Fax, +1-954-233-1414, dcalder@viragen.com
Web site: http://www.viragen.com/