23.12.2009 22:01:00
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Neose Technologies Announces Second Liquidating Distribution and Termination of Facility Lease; Provides Updated Range and Timing of Final Liquidating Distribution
Neose Technologies, Inc. (Trading symbol: NTEC.PK) today announced that, in accordance with the Plan of Complete Liquidation and Dissolution (the "Plan of Liquidation”) approved by its stockholders on January 26, 2009, its Board of Directors has approved a second liquidating distribution (the "Second Liquidating Distribution”) in the amount of $0.20 per share of common stock. The Second Liquidating Distribution will have a record date of March 2, 2009, which is the date on which the Company filed its Certificate of Dissolution with the Secretary of State of Delaware and closed its stock transfer books. The Second Liquidating Distribution will have a payable date of December 24, 2009 and an ex-dividend date of December 28, 2009.
An "ex-dividend date" is a date on which a security is traded without a previously declared dividend or distribution. The timing of the Company’s ex-dividend date is determined in accordance with the NASD rule applicable to such distribution because it exceeds 25% of the Company’s share value. Between the record date of March 2, 2009 and the ex-dividend date of December 28, 2009, the stock trades with due bills reflecting the seller's obligation to transfer the distribution to the buyer. As a result, the payment that the Company remits to the Depository Trust Company on December 24, 2009, which pertains to the shares held of record by Cede & Co. and owned by investors in street name, will be distributed by the Depository Trust Company to eligible brokers to allocate to client accounts based on the ownership of the Company’s common stock as of December 28, 2009 (the ex-dividend date).
The Company also announced the termination on December 21, 2009 of the facility lease related to the Company’s former corporate headquarters. In connection with the termination of the facility lease, the Company paid approximately $1.2 million to the new occupant of the facility as an inducement to enter into a lease arrangement with the landlord and approximately $0.6 million in fees to the landlord and brokerage firms.
The Company believes the remaining activities necessary to complete prior to making a final liquidating distribution (the "Final Liquidating Distribution”) will be completed during the first half of 2010. The Company’s current estimate is that the Final Liquidating Distribution will be between $0 and $0.5 million, or $0.00 to $0.01 per share of the Company’s common stock. The Company’s current estimate is that aggregate liquidating distributions (which include the initial liquidating distribution made on March 24, 2009, the Second Liquidating Distribution, and the Final Liquidating Distribution expected to be made in 2010) will be between $28.9 million and $29.4 million, or $0.53 to $0.54 per share of the Company’s common stock.
Forward-Looking Statement
This press release may contain forward-looking statements within the meaning of the federal securities laws, including statements regarding the timing and amount of potential future liquidating distribution payments and amounts available for distribution to holders of common stock, if any. These statements reflect the Company’s current expectations with respect to future events and are based on its current assumptions and information currently available. Actual results may differ materially. There can be no assurance that the Company’s expectations will be achieved. Please refer to the risk factors detailed in the Company’s proxy statement filed with the Securities and Exchange Commission ("SEC”) on December 17, 2008 and discussions of potential risks and uncertainties in our subsequent filings with the SEC. These forward-looking statements are neither promises nor guarantees. Investors are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. The Company undertakes no responsibility to revise or update any such forward-looking information.
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