Futuremedia Announces Change to American Depositary Shares Ratio
30 Novembro 2007 - 10:12AM
PR Newswire (US)
BRIGHTON, England, Nov. 30 /PRNewswire-FirstCall/ -- Futuremedia
plc (NASDAQ:FMDA), a leading e-learning provider and design,
exhibition and events agency, announced today that the ratio of its
American Depositary Shares ("ADS") to ordinary shares will be
changed to 1:1000 from 1:50, effective Monday, December 3, 2007.
The Bank of New York, Futuremedia's transfer agent, will contact
registered ADS holders with regards to this change. Shareholders
will receive one ADS for each 20 ADSs currently held, as the ratio
has changed by a factor of 20, effectively a 1:20 reverse stock
split. The Bank of New York will sell a portion of the new ADSs to
establish a cash in lieu rate for fractional ADSs, and ADS holders
whose holdings are not exactly divisible by 20 will receive cash in
lieu of fractional amounts, at the rate established by The Bank of
New York. Including recent conversions of debt to equity, the total
number of ADSs outstanding after the ratio change will be
approximately 587,400. As a result of this ratio amendment, the ADS
price automatically increases proportionally -- as of the market
close on Thursday, November 29, 2007, the price would be $4.79 per
ADS. However, there is no assurance that the post-amendment ADS
price will be at least equal to or greater than the pre-amendment
ADS price multiplied by the ratio change. This ADS ratio change is
expected to bring Futuremedia in compliance with Marketplace Rule
4320(e) (the "Rule"), which requires a minimum bid price of $1 per
ADS. In accordance with the Rule, Futuremedia was provided 180
calendar days, or until December 24, 2007, to regain compliance. As
previously announced on July 2, 2007, to regain compliance with the
Rule, the closing bid price of the Company's ADSs must remain at $1
per share or more for a minimum of 10 consecutive trading days. If
this occurs, Nasdaq will provide written notification that
Futuremedia has regained compliance with the Rule. The purpose of
this ratio change is to qualify for continued listing on the Nasdaq
Capital Market; however, the Company can make no assurances that
either a) Nasdaq continues to list the Company's ADSs on the Nasdaq
Capital Market or b) the Company will not voluntarily ask to be
placed on Nasdaq's Over The Counter (OTC) bulletin board in order
to save significant operating costs required for the Nasdaq Capital
Market listing. About Futuremedia Futuremedia plc is a global media
company providing online learning, design, exhibition and event
services to public and private sector organizations. Established in
1982 and listed on the Nasdaq in 1993, Futuremedia helps its
clients to communicate their values, product and brand information
to employees, customers and industry, and believes that learning is
a key component in the communication mix. Futuremedia divisions are
Futuremedia Learning and Button Group plc. The Button Group has
been providing design, exhibition and event services in Cannes,
France and elsewhere around the world for more than 30 years. For
more information, visit http://www.futuremedia.co.uk/ "Safe Harbor"
Statement under Section 21E of the Securities Exchange Act of 1934:
This press release contains forward-looking statements related to
future results and speaks only of Futuremedia's expectations as of
the date hereof. Such statements include expectations regarding:
the Company's ability to maintain its listing on the Nasdaq-CM; the
expected benefits from new sales, contracts or products; the
expected benefits and success of operations in new markets; the
expected benefits of expanding the sales operations of group
companies into new geographical markets; the expected benefits of
acquisitions; the expected benefits of financing arrangements; and
the Company's future financial condition and performance. Such
statements involve known and unknown risks and uncertainties that
may cause actual results to differ materially from expectations.
The risks and uncertainties include: risks associated with the
Company's ability to maintain its listing on the Nasdaq C-M; risks
associated with the Company's ability to develop and successfully
market new services and products (including the risk that such
products may not be accepted in the market), risks relating to
operations in new markets (including the risk that such operations
may not deliver anticipated revenue or profits); risks associated
with acquisitions (including the risk that such acquisitions may
not deliver the benefits expected by management and risks
associated with integration of acquisitions generally); risks that
financing arrangements could result in substantial dilution to
shareholders because of subscription prices below the current
market value of the Company's ADSs or other factors; risks relating
to the Company's ability to operate profitably in the future; risks
associated with rapid growth; the Company's ability to successfully
develop its business in new geographic markets; the early stage of
the e-learning market; rapid technological change and competition;
and other factors detailed in the Company's filings with the US
Securities and Exchange Commission. The Company expressly disclaims
any obligation to release publicly any updates or revisions to any
such statement to reflect any change in expectations or in
information on which any such statement is based. All product names
and trademarks mentioned herein are trademarks of Futuremedia or
their respective owners. DATASOURCE: Futuremedia plc CONTACT:
Investors: Mike Smargiassi or Dianne Pascarella, +1-212-986-6667,
or Media: Jenna Focarino or Brian O'Keefe, +1-212-986-6667, all of
Brainerd Communicators, Inc., for Futuremedia plc Web site:
http://www.futuremedia.co.uk/
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