BELLEVUE, Wash., March 16, 2015 /PRNewswire/ -- ITEX
Corporation (OTC Marketplace: ITEX), The Membership Trading
Community®, a leading marketplace for cashless business
transactions in North America,
announced today that it has commenced a partial tender offer to
purchase up to 750,000 shares of its common stock, at a price of
$4.00 per share.
The maximum number of shares proposed to be purchased in the
tender offer represents approximately 26.1% of ITEX's currently
outstanding common shares (including shares of unvested restricted
stock). On March 13, 2015, the last
trading day prior to the commencement of the tender offer, the last
sale price of ITEX's shares reported on the OTC Marketplace was
$2.71 per share.
The tender offer will expire on April 15,
2015 at midnight (one minute after 11:59 p.m.), New York
City time, unless extended. Tenders of shares of ITEX's
common stock must be made on or prior to the expiration of the
tender offer and may be withdrawn at any time on or prior to the
expiration of the tender offer. Only shares properly tendered and
not properly withdrawn pursuant to the tender offer will be
purchased. The tender offer will be financed entirely with cash on
hand. ITEX reserves the right, in its sole discretion, to purchase
in the tender offer, subject to applicable law, an additional
number of shares not to exceed 2% of the outstanding shares without
amending or extending the tender offer.
Questions concerning the tender offer or requests for copies of
the Offer to Purchase, Letter of Transmittal and related documents
should be directed to Corporate Communications at ITEX Corporation
at 800-277-9722, extension 4003. OTR, Inc. is the Depositary
for the tender offer. The Offer to Purchase, Letter of
Transmittal and related documents are being mailed to registered
stockholders and will also be made available for distribution to
beneficial owners of ITEX's common stock.
None of ITEX, its Board of Directors, or the Depositary is
making any recommendation to stockholders as to whether to tender
or refrain from tendering any shares. Stockholders and investors
should read carefully the Offer to Purchase, Letter of Transmittal
and related materials, should consult with their own financial and
tax advisors, and should make their own decisions about whether to
tender shares, and, if so, how many shares to tender.
This press release is for informational purposes only and does
not constitute an offer to purchase or the solicitation of an offer
to sell shares of ITEX's common stock. The tender offer is being
made pursuant to the Offer to Purchase, Letter of Transmittal and
related materials that ITEX will be distributing to its
stockholders and filing with the Securities and Exchange
Commission.
About ITEX
ITEX, The Membership Trading
Community®, is a leading marketplace for cashless
business transactions. Our business services and virtual currency
payment system allows member businesses to transfer value to
acquire products and services without exchanging cash. We
generate revenue by charging members percentage-based transaction
fees and association fees. ITEX is headquartered in Bellevue, WA. We routinely post
important information on the investor relations portion of our
website. For more information, please visit www.itex.com.
This press release contains forward-looking statements that
are other than statements of historical fact, including those
regarding: the expected timing of the tender offer described in
this press release. These statements 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 regarding changes in economic,
political or regulatory conditions or other trends affecting our
industry; the tender offer being subject to certain conditions set
forth in the Offer to Purchase; and changes in facts and
circumstances and other uncertainties concerning the completion of
the tender offer. Statements in this release should be
evaluated in light of these factors. These risk factors and
other important factors that could affect our business and
financial results are discussed in our periodic reports and filings
with the Securities and Exchange Commission, which are available at
www.sec.gov. Except as required by applicable law or
regulation, ITEX undertakes no duty to update or revise any
forward-looking statements.
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SOURCE ITEX Corporation