RUBICON TECHNOLOGY EXTENDS SECTION 382 RIGHTS AGREEMENT TO PROTECT THE VALUE OF ITS NET OPERATING LOSSES
December 18 2020 - 8:00AM
Rubicon Technology, Inc. (NASDAQ: RBCN) announced today that it has
entered into an amendment to extend its Section 382 Rights
Agreement (the “Rights Agreement”). The Rights Agreement was
entered into in an effort to preserve stockholder value by
protecting against a possible limitation on the Company’s ability
to use its net operating loss carry-forwards, which for U.S.
federal income tax purposes were estimated at approximately $188.1
million as of December 31, 2019.
The Rights Agreement was originally entered into
in December 2017 and was scheduled to expire on December 18, 2020.
The amendment, which has been unanimously approved by the Board of
Directors and was approved by stockholders at the Company’s 2020
Annual Meeting, extends the final expiration date of the Rights
Agreement to December 18, 2023. Except for the extension of the
final expiration date, the Rights Agreement otherwise remains
unmodified. The Rights Agreement is described in and
included as an exhibit to the Current Report on Form 8-K filed
with the Securities and Exchange Commission on December 18, 2017.
Additional information regarding the amendment of the Rights
Agreement is included in the Current Report on Form 8-K and
the Registration Statement on Form 8-A/A filed today by the Company
with the Securities and Exchange Commission.
About Rubicon Technology,
Inc.
Rubicon Technology Worldwide LLC, a wholly owned
subsidiary of RTI, is an advanced materials provider specializing
in monocrystalline sapphire products for optical systems and
specialty electronic devices. Rubicon has a proprietary technology
platform and expertise extending from the preparation of raw
aluminum oxide through sapphire crystal growth and fabrication,
enabling Rubicon to supply custom sapphire products with superior
quality and precision. Rubicon is ISO 9001 certified and ITAR
registered.
Rubicon DTP LLC, dba Direct Dose Rx, is also a
wholly owned subsidiary of RTI. Direct Dose Rx is a specialized
pharmacy that provides prescription medications, over-the-counter
drugs and vitamins to patients being discharged from skilled
nursing facilities and hospitals and directly to retail customers
who want such medications delivered to their home. The delivered
products are sorted by the dose, date and time to be taken and come
in easy to use perforated strip-packaging as opposed to separate
pill bottles. Direct Dose Rx is currently licensed to operate in
multiple states. The services offered by Direct Dose Rx benefits
patients, skilled nursing facilities and hospitals by reducing the
risk of hospital readmissions.
Rubicon is also exploring various alternatives
to enhance stockholder value, including potentially through
acquiring an existing business, establishing a new venture, or
other investment opportunities in order to utilize Rubicon’s
substantial net operating
losses. Forward-Looking Statements
Some statements included in this news release
are forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Exchange Act, and, therefore, involve
uncertainties or risks that could cause actual results to differ
materially therefrom. These statements may contain words such
as “desires,” “believes,” “opinion,” “anticipates,” “plans,”
“expects,” “intends,” “estimates,” “seeks,” “explores” or similar
expressions. These statements are not guarantees of the
Company’s future performance and are subject to risks,
uncertainties and other important factors that could cause actual
performance or achievements to differ materially from those
expressed or implied by these forward-looking statements. Such
statements include, but are not limited to, the pursuit or
completion of any acquisition, sale, venture transaction or
investment opportunity, or the Company’s ability to maximize the
value of its sapphire business, real estate or excess assets,
utilize its net operating losses or to enhance stockholder value.
Additional information regarding factors that could cause results
to differ materially from management’s expectations are found in
the section entitled “Risk Factors” in the Company’s 2019 Annual
Report on Form 10-K filed with the SEC on March 23, 2020,
and as amended on April 29, 2020. The Company intends that the
forward-looking statements included herein be subject to the
above-mentioned statutory safe harbors. Investors are cautioned not
to rely on forward-looking statements. The Company disclaims
any obligation to update forward-looking statements.
Contact:Rubicon Technology,
Inc.Timothy E. BrogChief Executive Officer(847)
295-7000
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