China Nuokang Bio-Pharmaceutical Inc. Proposes to Adjourn Extraordinary General Meeting of Shareholders
14 Enero 2013 - 8:00AM
China Nuokang Bio-Pharmaceutical Inc. (Nasdaq:NKBP) ("Nuokang" or
the "Company") announced today that it intends to adjourn its
extraordinary general meeting of shareholders to be held on January
15, 2013 at 9:30 a.m. (Beijing time) at 26th Floor, Gloucester
Tower, The Landmark, 15 Queen's Road Central, Hong Kong that was
called to authorize and approve the proposed merger with an
affiliate of Kingbird Investment Inc. ("Parent"), an affiliate of
Mr. Baizhong Xue, the Chairman and Chief Executive Officer of the
Company, pursuant to the agreement and plan of merger dated as of
September 27, 2012, among the Company, Parent and Kingbird
Mergerco. Inc. ("Merger Sub"), and, solely for the purposes of
Section 6.16 thereof, Anglo China Bio-technology Investment
Holdings Limited and Britain Ukan Technology Investment Holdings
(Group) Limited. The Company intends to hold the extraordinary
general meeting of shareholders on January 15, 2013, but
immediately adjourn the meeting without conducting any business. No
vote will be taken on January 15, 2013 for any resolution set forth
in the notice of the extraordinary general meeting dated December
17, 2012.
The board of directors of the Company has determined that it is
in the best interests of its shareholders to adjourn the
extraordinary general meeting because Parent has advised the
Company that it requires additional time to obtain its contemplated
debt financing for the pending transaction.
The Company intends to resume the adjourned extraordinary
general meeting of shareholders as soon as practicable following
confirmation from Parent that the debt financing will be available
at the closing of the transaction, and Parent has further advised
the Company that it expects this will not be later than March 21,
2013. The resolutions set out in the notice of the extraordinary
general meeting dated December 17, 2012 will be considered and
voted on at such time as the adjourned extraordinary general
meeting is resumed. The Company will give notice to shareholders of
the date on which the adjourned extraordinary general meeting will
be resumed as soon as a date is selected, and in any event not less
than seven calendar days prior to such resumed meeting.
About China Nuokang Bio-Pharmaceutical Inc.
China Nuokang Bio-Pharmaceutical Inc. (Nasdaq:NKBP) is a leading
biopharmaceutical company in China focused on the research,
development, manufacture, marketing and sales of hospital-based
medical products. The Company provides a diversified portfolio of
products across more than 4,200 hospitals in China Nuokang's
principal products include Baquting®, China's leading hemocoagulase
product by market share, Kaitong®, a lipid emulsion alprostadil
product for the treatment of peripheral vascular diseases,
cardiocerebral microcirculation disorders and post-surgery
thrombosis; and alpha lipoic acid capsules, or ALA, an antioxidant
product that addresses diabetic neuropathy. The Company's product
pipeline includes product candidates under development in
hematological, cardiovascular and cerebrovascular disease
diagnosis, treatment and prevention. Please visit www.nkbp.com for
more information.
Forward-Looking Statements
This press release contains forward-looking statements relating
to the potential acquisition of the Company by an affiliate of Mr.
Baizhong Xue, the Chairman and Chief Executive Officer of the
Company. These are "forward-looking" statements within the meaning
of Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities Exchange Act of 1934, as amended, and
as defined in the U.S. Private Securities Litigation Reform Act of
1995. The actual results of the transaction could vary materially
as a result of a number of factors, including: uncertainties as to
how the Company's shareholders will vote at the extraordinary
general meeting; the possibility that competing offers will be
made; and the possibility that various closing conditions for the
transaction may not be satisfied or waived. These forward-looking
statements reflect the Company's expectations as of the date of
this press release. The Company does not undertake any obligation
to update any forward-looking statement, except as required under
applicable law.
CONTACT: China Nuokang Bio-Pharmaceutical Inc.
Mr. Steven Duan
Vice President of Investor Relations
Email: dsz@nkbp.com
ICR, Inc.
Mr. Rob Koepp
Tel: (+86) 10-6583-7516 or (646) 405-5180
Email: robert.koepp@icrinc.com
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