NUCRYST Receives Requisition to Call a Special Meeting of Shareholders From Majority Shareholder
02 Dezembro 2008 - 12:46PM
PR Newswire (US)
PRINCETON, N.J., Dec. 2 /PRNewswire-FirstCall/ -- NUCRYST
Pharmaceuticals Corp., a developer and manufacturer of medical
products that fight infection and inflammation, announced today
that its Board of Directors has received from its majority
shareholder, The Westaim Corporation ("Westaim"), a requisition to
call a special meeting of shareholders to consider a return of
capital of US$0.80 per share to NUCRYST shareholders. This equates
to a return of capital of approximately US$15 million. The special
meeting requisition also requests that shareholders set the number
of directors of NUCRYST and elect directors. A Special Committee of
the NUCRYST Board comprised of non-conflicted directors has been
formed to oversee the process of calling the special meeting and to
provide advice and recommendations to the NUCRYST Board as may be
required. BMO Capital Markets has been retained as financial
advisor to the Special Committee and McMillan LLP of Toronto has
been retained to provide the Special Committee with independent
legal advice. Until NUCRYST completes its review, NUCRYST will not
further comment on the special meeting requisition. About NUCRYST
Pharmaceuticals 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 is also developing pharmaceutical products to address
medical conditions that are characterized by pain, infection and
inflammation. The Company has developed its proprietary
nanocrystalline silver in a powder form, referred to as NPI 32101
for use in medical devices and as an active pharmaceutical
ingredient. Acticoat(TM) is a trademark of Smith & Nephew plc
SILCRYST(TM) is a trademark of NUCRYST Pharmaceuticals Corp. This
news release contains forward-looking statements within the meaning
of securities legislation in the United States and Canada
(collectively "forward-looking statements"). Forward-looking
statements in this news release include, but are not limited to,
statements about our plans to review and respond to the special
meeting requisition. 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: Westaim's stated
intention to review its alternatives for maximizing the value of
its stake in NUCRYST, the identification and pursuit of new
opportunities to grow the value of NUCRYST; performance of stock
markets generally; our ability to satisfy regulatory and stock
exchange standards and requirements to maintain our exchange
listing; our future operation results are uncertain and 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; and the future
financial performance and operating performance of Smith &
Nephew. 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
forward-looking statements, 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 http://www.sec.gov/ and with
securities authorities in Canada on SEDAR at http://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. DATASOURCE:
NUCRYST Pharmaceuticals Corp. CONTACT: David B. Holtz, Vice
President and Chief Financial Officer, NUCRYST Pharmaceuticals,
(609) 228-8220, ; Fern Lazar, Lazar Partners, (212) 867-1762
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