PRINCETON, NJ, Feb. 12 /CNW/ - NUCRYST Pharmaceuticals Corp., a developer
and manufacturer of medical products that fight infection and inflammation,
today announced the results of a special meeting of shareholders. The special
meeting of shareholders was called to consider a special resolution ("Special
Resolution") pursuant to section 38(1) of the Business Corporations Act
(Alberta) to reduce the stated capital of the outstanding NUCRYST common
shares by an amount equal to the product of the number of common shares
outstanding on the date of the meeting and $0.80 for the purpose of
distributing $0.80 cash per share to the common shareholders of NUCRYST.
The distribution which will total $14.7 million equals approximately 59%
of NUCRYST's $25.0 million in cash and cash equivalents as of January 31,
2009. NUCRYST set a distribution payable date of February 25, 2009.
The Special Resolution was passed and February 17, 2009 was set as the
record date for the distribution. The Toronto Stock Exchange ("TSX") has
determined that mandatory special settlement rules will be applied and the
common shares will commence trading ex-distribution on the TSX at the opening
of the markets on February 17, 2009.
Under NASDAQ OMX rules, the shares will continue to trade with the
distribution until its ex-distribution date of February 26, 2009.
NUCRYST also announced the resignation of Thomas E. Gardner from the
Board of Directors, effective immediately. Mr. Gardner previously served as
Chairman, President, & Chief Executive Officer of NUCRYST until January 2009.
NUCRYST will release its 2008 fourth quarter and full year financial
results on Tuesday, February 17, 2009. A conference call will be held that
morning to discuss the financial results as well as the impact of the return
of capital on NUCRYST's business plans.
All amounts are in U.S. dollars.
About NUCRYST Pharmaceuticals Corp.
NUCRYST Pharmaceuticals Corp. (NASDAQ: NCST; TSX: NCS) develops,
manufactures and commercializes medical products that fight infection and
inflammation using SILCRYST(TM), its patented atomically disordered
nanocrystalline silver technology. NUCRYST licensed world-wide rights for
SILCRYST(TM) wound care coating products to Smith & Nephew plc, which markets
these products in over 30 countries under their Acticoat(TM) trademark.
NUCRYST has developed its proprietary nanocrystalline silver in a powder form,
referred to as NPI 32101, for use in medical devices and as an active
SILCRYST(TM) is a trademark of NUCRYST Pharmaceuticals Corp.
Acticoat(TM) is a trademark of Smith & Nephew plc
This news release contains forward-looking statements within the meaning
of securities legislation in the United States and Canada (collectively
"forward-looking statements"). With respect to the forward-looking statements
contained in this news release, readers are cautioned that numerous risks,
uncertainties and other factors could cause our actual results to differ
materially from those indicated in these statements including, but not limited
to: the effect of the distribution of capital on our liquidity and ability to
operate the business; future shareholder actions with respect to our
capitalization and strategic direction; the performance of stock markets
generally; our ability to satisfy regulatory and stock exchange standards and
requirements to maintain our exchange listing; the uncertainty of our future
operating results, which are likely to fluctuate; our ability to maintain our
collaboration with Smith & Nephew; our reliance on sales of Acticoat(TM)
products with our SILCRYST(TM) coatings by Smith & Nephew; the future
financial performance and operating performance of Smith & Nephew; and
management's response to these factors. Although we have attempted to identify
the important risks, uncertainties and other factors that could cause actual
results or events to differ materially from those expressed or implied in the
forward-looking statements in this release, there may be other factors that
cause actual results or events to differ from those expressed or implied in
forward looking statements. For a more thorough discussion of the risks
associated with our business, see the "Risk Factors" section in our Annual
Report on Form 10-K for the year ended December 31, 2007 and in our Quarterly
Report on Form 10-Q for the quarter ended September 30, 2008, filed with the
U.S. Securities and Exchange Commission on EDGAR at www.sec.gov and with
securities authorities in Canada on SEDAR at www.sedar.com. All
forward-looking statements are expressly qualified in their entirety by this
cautionary statement and NUCRYST disclaims any intention or obligation to
revise or update any forward-looking statements whether as a result of new
information, future developments or otherwise after the date hereof.
For further information:
For further information: David Wills, Gillian McArdle, Investor
Relations, (416) 504-8464, firstname.lastname@example.org