MISSISSAUGA, ON, Feb. 24, 2016 /PRNewswire/ - Nuvo Research Inc.
(TSX:NRI) (Nuvo or the Company) is pleased to announce that the
Company has obtained a final court order from the Ontario Superior
Court of Justice approving the reorganization of Nuvo into two
separate publicly traded companies. The reorganization was approved
by Nuvo shareholders at a special shareholders meeting on
February 18, 2016.
Under the proposed reorganization, Nuvo would be separated into
two public companies. One company, Nuvo Pharmaceuticals Inc. (Nuvo
Pharma), would be a revenue and EBITDA generating commercial
healthcare company to be owned 100% by Nuvo shareholders. The
second company, Crescita Therapeutics Inc. (Crescita), would be a
drug development company also initially owned 100% by Nuvo
shareholders. Crescita would have a diversified pipeline of
product candidates and sufficient cash resources to execute its
current business plan for the next 24 months.
The reorganization is expected to close on or about Tuesday March 1, 2016 (the Closing Date).
Following closing, existing Nuvo share certificates will represent
common shares of Nuvo Pharma and the right to receive a share
certificate representing an equal number of Crescita common shares.
The distribution record date (the Record Date) for certificates
representing Crescita common shares is expected to be March 3, 2016. However, the TSX will implement
due bill trading for the Nuvo Pharma common shares (TSX:NRI) until
the close of trading on Friday March 4,
2016. Accordingly, shareholders who purchase Nuvo Pharma
common shares through the facilities of the TSX prior to the close
of trading on March 4, 2016 will
automatically receive one Crescita common share. Crescita
common shares (TSX:CTX) are expected to start trading on the TSX on
Monday March 7, 2016. Nuvo
shareholders are encouraged to contact their brokers for additional
information.
About Nuvo Research Inc.
Nuvo (TSX:NRI) is a growing specialty pharmaceutical company
with a diverse portfolio of products and technologies for pain and
topical indications. Nuvo's products range from FDA approved,
commercial products to development stage drug candidates and
technology platforms. For additional Company information visit
www.nuvoresearch.com.
Forward-Looking Statements
Certain statements in this press release constitute
forward-looking information and/or forward-looking statements
(collectively, "forward-looking statements") within the meaning of
applicable securities laws. Forward-looking statements include, but
are not limited to, statements concerning the proposed
reorganization of the Company into two separate publicly-traded
companies, as well as statements with respect to management's
beliefs, plans, estimates, and intentions, and similar statements
concerning anticipated future events, results, circumstances,
performance or expectations that are not historical facts.
Forward-looking statements generally can be identified by the use
of forward-looking terminology such as "may", "will", "expect",
"intend", "believe", "should" or "plans", or similar expressions
suggesting future outcomes or events. Such forward-looking
statements reflect management's current beliefs and are based on
information currently available to management. Forward-looking
statements involve risks and uncertainties that could cause actual
results to differ materially from those contemplated by such
statements. Factors that could cause such differences include, but
are not limited to, general business and economic uncertainties and
adverse market conditions; factors that may arise making it
inadvisable to proceed with, or advisable to delay, all or part of
the proposed reorganization, including the authority of Nuvo's
Board of Directors to determine if and when to effect the proposed
reorganization; uncertainties related to each company's ability to
realize the anticipated benefits of the proposed reorganization; as
well as other risk factors included in the Company's Management
Information Circular dated December 31,
2015 and the Company's Annual Information Form dated
February 17, 2016 under the heading
"Risks Factors", and as described from time to time in the reports
and disclosure documents filed by the Company with Canadian
securities regulatory agencies and commissions. These and other
factors should be considered carefully and readers should not place
undue reliance on the Company's forward-looking statements. As a
result of the foregoing and other factors, no assurance can be
given as to any such future results, levels of activity or
achievements and neither the Company nor any other person assumes
responsibility for the accuracy and completeness of these
forward-looking statements. Although the forward-looking
information contained in this press release is based upon what
management believes are reasonable assumptions, there can be no
assurance that actual results will be consistent with these
forward-looking statements. All forward-looking statements in this
press release are qualified by these cautionary statements. The
forward-looking statements contained herein are made as of the date
of this press release and, except as required by applicable law,
the Company undertakes no obligation to publicly update or revise
any forward-looking statement, whether as a result of new
information, future events or otherwise.
SOURCE Nuvo Research Inc.