CANONSBURG, Pa., June 19, 2012 /PRNewswire/ -- UBICS, Inc. (PK: UBIX.PK) today announced that it has successfully completed its going private process by means of what is known as a short-form merger under Delaware law.
On December 15, 2010, UBICS announced the completion of its self-tender offer for outstanding shares of its common stock. Following completion of the self-tender offer, UBICS' majority stockholder and its Chairman collectively owned over 90% of the outstanding shares of UBICS common stock, and thereafter contributed such shares to UB Special Transaction Corp. ("Merger Corp."). On June 15, 2012, Merger Corp. effected a short form merger with and into UBICS, with UBICS continuing as the surviving corporation. Because it owned over 90% of the UBICS common stock, Merger Corp. had sufficient voting power to approve the merger without the affirmative vote of any other stockholder of UBICS. Due to the completion of the merger, trading in shares of UBICS common stock ceased on June 15, 2012.
In the merger, all outstanding shares of UBICS common stock (other than shares held by Merger Corp., or shares held by UBICS stockholders who validly exercise appraisal rights under Delaware law) were canceled and converted into the right to receive the same $0.75 per share in cash that was offered in the self-tender offer. Information regarding the merger and instructions outlining the steps to be taken to obtain the merger consideration will be mailed to all UBICS stockholders.
For more information regarding payment of the merger consideration, UBICS shareholders are encouraged to contact the Paying Agent, BNY Mellon Shareowner Services, at 1-800-777-3674.
SOURCE UBICS, Inc.