CHICAGO, Sept. 23, 2013 /PRNewswire/ -- Positron
Corporation (OTCBB:POSC) (the "Company"), a nuclear medicine
healthcare company specializing in the business of cardiac PET,
announced today that it had filed a Preliminary Information
Statement with the Securities and Exchange Commission ("SEC") to
effect a one (1) for one hundred (100) reverse split of its issued
and outstanding common shares (the: "Reverse Split"). The
Company considers this action as the next step in a program to
strengthen the Company's finances, market acceptance and
marketability to the financial community and investing public.
Additionally, the Company intends to change its corporate
domicile to the State of
Delaware.
The Company intends to effect the Reverse Split pursuant to an
amendment to its Certificate of Formation which was approved by
written consent of the Company's Board of Directors and a Majority
of the outstanding, voting capital stock. In the same filing, the
Company intends to decrease the authorized number of common shares
from 3,000,000,000 to 500,000,000 and amend the number of
authorized shares of preferred stock to 20,000,000. All series of
preferred shares will be adjusted on an equal basis in accordance
with the Reverse Split. The foregoing corporate actions were
taken via majority consent of the stockholders and all appropriate
notifications were filed and transmitted.
Upon effectiveness of the Reverse Split, each 100 shares of
issued and outstanding common stock will be converted into 1 share
of common stock. In addition, the Company's common stock will trade
under a new CUSIP number. The Company's ticker symbol will remain
unchanged, although a "D" will be placed on the ticker symbol,
POSC, for 20 business days to alert the public of the Reverse
Split. The Company anticipates that it will file the amendment in
approximately thirty (30) days and that the Reverse Split will
become approved shortly thereafter.
Many institutional investors and brokerage houses have internal
practices and policies prohibiting holdings of lower-priced stocks
in investment portfolios, which reduce the number of potential
buyers of Common Stocks. Additionally, analysts at many
brokerage firms are reluctant to monitor the activity of
lower-priced stocks or recommend lower-priced stocks to their
clients. Positron's Board of Directors believes that due to
these policies and practices lower-priced stocks have become "off
limit" or unattractive to brokers and the investing public.
It is for such reasons that this Reverse Split was deemed prudent
and in the shareholders' best interest. Positron will also domicile
the Company in Delaware, as it is
a more favorable corporate governance jurisdiction and well
recognized in the business community.
"Today Positron is a more accomplished and fundamentally
stronger company than ever before," said Patrick G. Rooney, Chief Executive Officer of
Positron. "We believe that our vertically integrated approach to
the cardiac PET market is critical to the growth of the industry.
This integration provides strength and autonomy that will
enable Positron to offer a continuous and complete end-to-end
solution for cardiologists and their patients. The reverse stock
split is simply a reclassification that we believe provides a more
clear and manageable representation of our capitalization. This
reclassification is an important step as we prepare to execute the
next phase of our business plan in becoming an independent
manufacturer of radioisotopes, providing a diversified portfolio of
products related to key radiopharmaceuticals."
The Reverse Split will not require shareholders of the Company
to exchange their existing stock certificates for new stock
certificates, although, shareholders may do so if they wish. Please
direct any questions you may have concerning the Reverse Split to
your broker or the Company directly at investor@positron.com.
About Positron:
Positron Corporation is a nuclear medicine healthcare company
vertically integrating all the segments of nuclear cardiology,
providing an end-to-end solution for cardiac PET. Through
proprietary PET imaging systems, radiopharmaceuticals and
radioisotopes solutions, Positron enables healthcare providers to
more accurately diagnose disease and improve patient outcomes,
while practicing cost effective medicine. Positron's unique
products, market position and approach in securing the supply chain
are substantial advantages, further accelerating the adoption of
cardiac PET and growth of nuclear cardiology. Positron is
redefining the industry. More information about Positron is
available at www.positron.com.
Forward Looking Statements: Statements in this
document contain certain forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933 and Section
21E of the Securities Exchange Act of 1934, as amended. These
statements are based on many assumptions and estimates and are not
guarantees of future performance. These statements may involve
known and unknown risks, uncertainties and other factors which may
cause the actual results, performance or achievements of Positron
Corporation to be materially different from future results,
performance or achievements expressed or implied by such
forward-looking statements. Positron assumes no obligation to
publicly update or revise these forward-looking statements for any
reason, or to update the reasons actual results could differ
materially from those anticipated in these forward-looking
statements, even if new information becomes available in the
future. Our actual results may differ materially from the
results anticipated in these forward-looking statements due to a
variety of factors, including, without limitation those set forth
as "Risk Factors" in our filings with the Securities and Exchange
Commission.
SOURCE Positron Corporation