ProPhase Labs, Inc. Announces Final Results of Its Tender Offer
December 21 2017 - 4:00PM
ProPhase Labs, Inc. (NASDAQ:PRPH) (www.ProPhaseLabs.com), a
diversified natural health medical science company (“ProPhase”),
announced today the final results of its tender offer to purchase
up to 1,700,000 shares of its common stock at a price of $2.30 per
share, which expired at midnight, New York City time, on December
18, 2017.
ProPhase has accepted for purchase 1,948,569 shares of its
Common Stock, including all “odd lots” validly tendered, at a
purchase price of $2.30 per share, for an aggregate purchase price
of approximately $4.5 million. Based on the final tabulation by
American Stock Transfer & Trust Company, the Depositary for the
tender offer, 2,072,280 shares of ProPhase Common Stock were
properly tendered and not withdrawn. ProPhase has been informed by
the Depositary that, after giving effect to the priority for an
aggregate amount of approximately 8,401 “odd lot” shares, the final
proration factor for the remaining tendered shares is approximately
94.4%.
The Depositary will promptly issue payment for the shares
validly tendered and accepted for purchase and will return all
other shares tendered.
Immediately following the purchase of the tendered shares,
ProPhase expects to have 11,079,892 shares of common stock
outstanding.
The Information Agent for the tender offer is MacKenzie
Partners, Inc. For questions and information, please call the
Information Agent toll free at 1-800-322-2885.
THIS PRESS RELEASE IS FOR INFORMATIONAL PURPOSES ONLY
AND DOES NOT CONSTITUTE AN OFFER TO BUY OR THE SOLICITATION OF AN
OFFER TO SELL SHARES OF PROPHASE LABS, INC. COMMON STOCK. THE
TENDER OFFER WAS MADE ONLY PURSUANT TO THE OFFER TO PURCHASE,
LETTER OF TRANSMITTAL AND RELATED MATERIALS THAT PROPHASE
DISTRIBUTED TO ITS STOCKHOLDERS AND FILED WITH THE SECURITIES AND
EXCHANGE COMMISSION. STOCKHOLDERS AND INVESTORS SHOULD READ
CAREFULLY THE OFFER TO PURCHASE, LETTER OF TRANSMITTAL AND RELATED
MATERIALS BECAUSE THEY CONTAIN IMPORTANT INFORMATION, INCLUDING THE
VARIOUS TERMS OF, AND CONDITIONS TO, THE TENDER OFFER. STOCKHOLDERS
AND INVESTORS MAY OBTAIN A FREE COPY OF THE TENDER OFFER STATEMENT
ON SCHEDULE TO, THE OFFER TO PURCHASE, LETTER OF TRANSMITTAL AND
OTHER DOCUMENTS THAT PROPHASE FILED WITH THE SECURITIES AND
EXCHANGE COMMISSION AT THE COMMISSION’S WEBSITE AT WWW.SEC.GOV OR
BY CALLING MACKENZIE PARTNERS, INC., THE INFORMATION AGENT FOR THE
TENDER OFFER, TOLL-FREE AT 1-800-322-2885.
About ProPhase
ProPhase is a manufacturer, marketer and distributor of a
diversified range of health care products and cold remedy products
that are offered to the general public. We are also engaged in the
research and development of potential over-the-counter (“OTC”) drug
and natural base health products including supplements, personal
care and cosmeceutical products, and intend to explore and evaluate
opportunities outside of the consumer products industry. For
more information visit us at www.ProPhaseLabs.com.
Forward-Looking Statements
All statements contained in this press release, other than
statements of historical fact, are forward-looking statements.
These statements speak only as of the date of this press release
and are based on our current plans and expectations and involve
risks and uncertainties that could cause actual future events or
results to be different from those described in or implied by such
forward-looking statements, including risks and uncertainties
relating to changes in facts and circumstances and other
uncertainties concerning the completion of the tender offer.
Further information about these matters can be found in our
Securities and Exchange Commission filings. Except as required by
applicable law or regulation, we do not undertake any obligation to
update our forward-looking statements to reflect future events or
circumstances.
Investor ContactTed Karkus,
Chairman and CEOProPhase Labs, Inc.(267) 880-1111
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