VeriChip Corporation Regains NASDAQ Compliance
01 Octubre 2009 - 8:00AM
Business Wire
VeriChip Corporation ("VeriChip" or the "Company") (NASDAQ:
CHIP) today announced that it received notification from The NASDAQ
Stock Market that it has regained compliance with the minimum $1.00
per share bid price requirement, and further, that it currently
complies with all other applicable standards for continued listing
on The NASDAQ Capital Market.
NASDAQ’s notice follows its earlier communication in mid-July
2009 that the Company would be afforded 180 calendar days,
beginning on August 3, 2009, to address the Company’s
non-compliance with the minimum bid price requirement. To regain
compliance, the Company’s common stock needed to evidence a closing
bid price of at least $1.00 per share or more for a period of at
least 10 consecutive trading days. On September 29, 2009, the
closing bid price of the Company's common stock was $2.61 per
share, the tenth consecutive trading day on which the closing bid
price of the Company’s common stock was above $1.00 per share.
About VeriChip Corporation
VeriChip Corporation, headquartered in Delray Beach, Florida,
has developed the VeriMed™ Health Link System for rapidly and
accurately identifying people who arrive in an emergency room and
are unable to communicate. This system uses the first
human-implantable passive RFID microchip and corresponding personal
health record, cleared for medical use in October 2004 by the
United States Food and Drug Administration.
On September 8, 2009, VeriChip Corporation announced it agreed
to acquire Steel Vault Corporation (OTCBB: SVUL) to form PositiveID
Corporation. PositiveID will provide identification technologies
and tools to protect consumers and businesses. The companies expect
the merger to close in the fourth quarter of 2009.
For more information on VeriChip, please call 1-800-970-2447, or
e-mail info@verichipcorp.com. Additional information can be found
online at www.verichipcorp.com.
Statements about VeriChip’s future expectations, including that
the companies expect the merger to close in the fourth quarter of
2009, and all other statements in this press release other than
historical facts are “forward-looking statements” within the
meaning of Section 27A of the Securities Act of 1933, Section 21E
of the Securities Exchange Act of 1934, and as that term is defined
in the Private Litigation Reform Act of 1995. Such forward-looking
statements involve risks and uncertainties and are subject to
change at any time, and VeriChip’s actual results could differ
materially from expected results. Additional information about
these and other factors that could affect the Company’s business is
set forth in the Company’s various filings with the Securities and
Exchange Commission, including those set forth in the Company’s
10-K filed on February 12, 2009, under the caption “Risk Factors.”
The Company undertakes no obligation to update or release any
revisions to these forward-looking statements to reflect events or
circumstances after the date of this statement or to reflect the
occurrence of unanticipated events, except as required by law.
Additional Information and Where to Find It
On September 8, 2009, VeriChip and Steel Vault issued a joint
press release announcing the signing of an Agreement and Plan of
Reorganization, among VeriChip, Steel Vault and VeriChip
Acquisition Corp., a Delaware corporation and wholly-owned
subsidiary of VeriChip (the “Acquisition Subsidiary”), pursuant to
which the Acquisition Subsidiary will be merged with and into Steel
Vault, with Steel Vault surviving and becoming a wholly-owned
subsidiary of VeriChip (the “Merger”). Upon the consummation of the
Merger, each outstanding share of Steel Vault’s common stock will
be converted into 0.5 shares of VeriChip common stock.
In connection with the Merger, VeriChip filed with the
Securities and Exchange Commission (“SEC”) a Registration Statement
on Form S-4 that will contain a Joint Proxy Statement/Prospectus of
VeriChip and Steel Vault. Investors and security holders are urged
to read the Registration Statement and the Joint Proxy
Statement/Prospectus carefully because they contain important
information about VeriChip, Steel Vault and the proposed
transaction. The Joint Proxy Statement/Prospectus and other
relevant materials (when they become available), and any other
documents filed with the SEC, may be obtained free of charge at the
SEC’s web site (www.sec.gov). In addition, investors and security
holders may obtain a free copy of other documents filed by VeriChip
or Steel Vault by directing a written request, as appropriate, to
VeriChip at 1690 South Congress Avenue, Suite 200 Delray Beach,
Florida 33445, Attention: Investor Relations, or to Steel Vault at
1690 South Congress Avenue, Suite 200 Delray Beach, Florida 33445,
Attention: Investor Relations. Investors and security holders are
urged to read the Joint Proxy Statement/Prospectus and the other
relevant materials before making any voting or investment decision
with respect to the proposed transaction.
VeriChip, Steel Vault and their respective directors and
executive officers may be deemed to be participants in the
solicitation of proxies in connection with the proposed
transaction.
Information regarding the interests of
these directors and executive officers in the proposed transaction
will be included in the Joint Proxy Statement/Prospectus referred
to above. Additional information regarding the directors and
executive officers of VeriChip is also included in VeriChip's Form
10-K, which was filed with the SEC on February 12, 2009. Additional
information regarding the directors and executive officers of Steel
Vault is also included in Steel Vault's proxy statement
(Form DEF 14A) for the 2009 annual meeting of Steel Vault's
stockholders, which was filed with the SEC on February 9, 2009, as
amended. These documents are available free of charge at the SEC’s
website (www.sec.gov) and by contacting Investor Relations at the
addresses above.
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