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uWink announces odd-lot tender offer
December 7, 2008
LOS ANGELES — uWink Inc. has announced that it will commence an "odd lot" tender offer to purchase all shares of its common stock held by persons owning 99 shares or fewer on the close of business as of Dec. 1. The company will pay 50 cents per share, plus an additional $20 to each stockholder as a reimbursement of its estimated annual servicing costs.
"The purpose of the odd-lot tender offer is to reduce the number of uWink stockholders of record and reduce or eliminate future servicing fees and SEC reporting costs," said Nolan Bushnell, chairman and chief executive officer. "We estimate that odd-lot stockholders who own less than 100 shares represent over 66 percent of our record stockholder base but only approximately 0.04 percent of our total shares outstanding."
If uWink is successful in reducing the total number stockholders to fewer than 500, the company plans to deregister its common stock with the Securities and Exchange Commission. That would save the company considerable costs related to SEC reporting requirements, costs associated with implementing and complying with the Sarbanes Oxley Act and stock registrar costs, Bushnell said.
"In addition, if we are successful in deregistering, we intend to spin off our technology licensing business, via a stock dividend, to our shareholders as a separate non-reporting company," Bushnell said. "We are still in the early stages of the development of each of our operating businesses, and we believe that spinning off our technology licensing business, and eliminating the costs associated with being a reporting company for each of our operating businesses, will improve the prospects for raising growth capital, as well as allow each of our operating businesses to compete more effectively in its respective markets."
Following deregistration, uWink common stock would no longer be eligible for quotation on the over-the-counter bulletin board but may be quoted in the Pink Sheets electronic quotation system. In the proposed spinoff of the technology licensing business, shareholders would receive restricted shares of the spinoff company so that no trading market will develop for its common stock.
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