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Guardion Health: Largest stockholder votes in favor of Special Meeting proposals

Guardion Health Sciences announced that Mr. Bradley Louis Radoff, who, together with his affiliates, holds approximately 18.92% of the Company’s issued and outstanding shares of common stock, has voted in favor of the Company’s proposals to approve the sale of the Company’s Viactiv brand and business and the Plan of Liquidation and Dissolution, all as described in the Company’s definitive proxy statement filed with the United States Securities and Exchange Commission on April 8, 2024. The Company also announced that, based on the information currently available to it, if the Company’s stockholders vote to approve the sale of the Company’s Viactiv brand and business and the proposed Plan of Liquidation and Dissolution, it estimates that the total amount distributed to its stockholders will range from approximately $9.00 and $11.00 per share of common stock based on the Company’s number of shares of common stock currently issued and outstanding. The actual amount to ultimately be distributed is subject to all of the risks, discussion and disclosures included in the Proxy Statement. The timing and amount of the total distributions will depend upon a number of factors as described in the Proxy Statement, including, without limitation, the approval of the stockholders of both the sale of the Viactiv business and the Company’s Plan of Liquidation and Dissolution, the closing of the agreement to sell the Viactiv business on the terms contained in the Purchase Agreement on or before June 30, 2024, the actual expenses incurred by the Company in connection with closing of the Purchase Agreement, the timing of the resolution of matters for which the Company has established a contingency reserve, the amount to be paid in satisfaction of such contingencies, the obligations satisfied and provisions made during the liquidation and winding-up process, the absence of any unexpected claims against the Company, as well as the Company’s ability to convert its remaining assets to cash on a timely basis. The Company has attempted to estimate reasonable reserves for such liabilities, obligations, expenses and claims against it. However, those estimates may be inaccurate, which may cause the amount the Company distributes to its stockholders to be substantially less than the amount it currently estimates. Stockholders are advised to carefully read the Proxy Statement.

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