Saturday, March 20, 2010 10:11:07 PM
The Company believes that the Reverse Stock Split is fair to all affiliated and unaffiliated stockholders of the Company, including those stockholders who will receive only cash in lieu of fractional shares and those stockholders who will continue as stockholders of the Company following the completion of the Reverse Stock Split. However, the Company urges stockholders to be aware that factual circumstances could change subsequent to the date of this Proxy Statement such that it might no longer be desirable or appropriate to effect the Reverse Stock Split. A change in circumstances could include a third party tender offer for the shares of Common Stock at a higher price, a merger opportunity which would result in a higher price to stockholders, and a material change in the Company’s business operations or financial condition that affects the Company’s ability to effect the Reverse Stock Split. If the Board elects to withdraw or modify the terms of the Reverse Stock Split, the Company will notify stockholders as soon as practicable.
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