should be getting an update soon- new date?
Naturade Updates Shareholders Regarding 6 to 1 Reverse Stock Split and Redux Holdings Asset Acquisition
Naturade, Inc. (OTCBB: NRDCQ) announced today that the Company's Board of Directors has approved a change to the effective date for determining shareholders of record regarding its previously announced 6 to 1 reverse stock split to better align with the closing of the recently announced Memorandum of Understanding to purchase the assets of Redux Holdings, Inc. (PINKSHEETS: RDXH). The reverse stock split will remain 6 to 1 and the exchange will remain a mandatory exchange payable upon surrender.
The effective date to determine shareholders of record was originally scheduled for March 14, 2008, although the stock has continued to trade on a pre-reverse stock split basis, due to technical difficulties in effecting the reverse stock split. The effective date will be moved to a future date to reduce expenses and confusion. Rather than complete the 6 to 1 reverse stock split immediately, followed by the subsequent acquisition of the Redux Holdings, Inc. ("Redux") assets and subsidiaries, Naturade will combine the effective date of the reverse stock split to occur in conjunction with the closing of the transaction between Naturade and Redux, subject to regulatory approval. The change will result in lower costs to both companies as the process will be simplified from two separate steps into a single transaction and will reduce confusion by avoiding the need to change CUSIP numbers twice.
The new effective date for determining shareholders of record is expected to be the close of business on Friday, April 25, 2008; however the Company will confirm the actual date by press release and a filing with the SEC ("Revised Effective Date"). Naturade will continue to trade on a pre-split basis under its current trading symbol until the close of trading on the Revised Effective Date. On the first business day following the Revised Effective Date, it is expected that the stock will begin trading under a new symbol to be assigned by NASDAQ.
As previously announced, Naturade signed a nonbinding Memorandum of Understanding with Redux Holdings, Inc., the Company's controlling shareholder, to enter into a definitive agreement to purchase most of the assets and all of the liabilities of Redux for a yet to be determined amount of the Company's restricted common shares. The transaction will be treated as a corporate reorganization as defined by Section 368 of the Internal Revenue Code. The Company expects to have the definitive agreement executed and the closing occur concurrent with the Revised Effective Date.
It is expected that on the first business day following the Revised Effective Date, new trading symbols will be assigned to both Naturade and Redux; and Naturade will be re-named Redux Holdings, Inc. To permit the corporate name of Naturade to be changed to Redux Holdings, the previous Redux Holdings will be re-named MSR Holdings, Inc.
All analysts, media, institutional and investor questions should be directed to First Capital Investors at 321-221-2910. Additional investor information, including an investor fact sheet, is available for download at www.firstcapitalinvestors.com/rdxh.html.
About Naturade, Inc.
Founded in 1926, Naturade (www.naturade.com) is a leading marketer of scientifically supported natural products formulated to improve the health and well-being of consumers. Naturade's products can be found in over 34,000 retail locations including: health food stores and natural foods supermarkets, as well as supermarkets, mass merchandisers, club stores and drug stores.
About Redux Holdings, Inc.
Redux Holdings (www.reduxholdings.com) acquires the assets of companies and isolates, recombines and manages those assets to increase their value and develop profitable strategic options. The Company is distinguished by the extensive experience of its personnel in identifying, analyzing and stabilizing these business opportunities and effecting efficient turnaround and asset monetization.
"SAFE HARBOR"
This press release contains forward-looking statements within the definition of Section 27A of the Securities Act of 1933, as amended and such section 21E of the Securities Act of 1934, amended. These forward-looking statements should not be used to make an investment decision. The words 'estimate,' 'possible' and 'seeking' and similar expressions identify forward-looking statements, which speak only as to the date the statement was made. The company undertakes no obligation to publicly update or revise any forward-looking statements, whether because of new information, future events, or otherwise. Forward-looking statements are inherently subject to risks and uncertainties, some of which cannot be predicted, or quantified. Future events and actual results could differ materially from those set forth in, contemplated by, or underlying the forward-looking statements. The risks and uncertainties to which forward-looking statements are subject include, but are not limited to, the effect of government regulation, competition and other material risks.
Contacts:
Investor Relations
First Capital Investors, Inc.
Email Contact
(321) 221-2910
Source: Marketwire (March 26, 2008 - 4:01 PM EDT)
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