NEW YORK, Sept. 19, 2017 /PRNewswire/ -- Axar Acquisition
Corp. (the "Company") (NASDAQ: AXARU; AXAR; AXARW) today announced
that it will redeem all of its outstanding shares of common stock
that were included in the units issued in its initial public
offering (the "public shares"), effective as of the close of
business on October 2, 2017, because
the Company will not be able to consummate an initial business
combination within the time period required by its amended and
restated certificate of incorporation (the "Charter").
Pursuant to the Charter, if the Company is unable to complete
its initial business combination by (a) October 1, 2017 or (b) if prior to October 1, 2017, the Company publicly discloses
that an extension past October 1,
2017 will not prevent the Company from maintaining the
listing of its securities on The Nasdaq Capital Market ("NASDAQ"),
December 31, 2017, the Company will:
(i) cease all operations except for the purpose of winding up, (ii)
as promptly as reasonably possible but not more than ten business
days thereafter, redeem the public shares, at a per-share price,
payable in cash, equal to the aggregate amount then on deposit in
the Company's trust account including interest earned on the funds
held in the trust account and not previously released to the
Company to pay its franchise and income taxes (less up to
$100,000 of interest to pay
dissolution expenses), divided by the number of then outstanding
public shares, which redemption will completely extinguish public
stockholders' rights as stockholders (including the right to
receive further liquidation distributions, if any), subject to
applicable law, and (iii) as promptly as reasonably possible
following such redemption, subject to the approval of the Company's
remaining stockholders and its board of directors, dissolve and
liquidate, subject in each case to the Company's obligations under
Delaware law to provide for claims
of creditors and the requirements of other applicable law.
The per-share redemption price for the public shares will be
approximately $10.14.
The public shares will cease trading as of the open of business
on September 28, 2017 in order to
allow time for the settlement of trades. As of the close of
business on October 2, 2017, the
public shares will be deemed cancelled and will represent only the
right to receive the redemption amount.
The redemption amount will be payable to the holders of the
public shares (including the public shares included in the
Company's units) upon presentation of their stock or unit
certificates or other delivery of their shares or units. Beneficial
owners of public shares held in "street name," however, will not
need to take any action in order to receive the redemption
amount.
There will be no redemption rights or liquidating distributions
with respect to the Company's warrants, which will expire
worthless. The Company's initial stockholders have waived
their redemption rights with respect to the outstanding common
stock issued prior to the Company's initial public offering.
The Company expects that NASDAQ will file a Form 25 with the
United States Securities and Exchange Commission (the "Commission")
to delist its securities. The Company thereafter expects to file a
Form 15 with the Commission to terminate the registration of its
securities under the Securities Exchange Act of 1934, as
amended.
About Axar Acquisition Corp.
Axar Acquisition Corp. was formed for the purpose of acquiring
one or more businesses through a merger, capital stock exchange,
asset acquisition, stock purchase, reorganization or similar
business combination.
Cautionary Note Regarding Forward-Looking Statements
Certain information contained in this press release may be
deemed to constitute forward-looking statements within the meaning
of the "safe harbor" provisions of the Private Securities
Litigation Reform Act of 1995. These forward-looking statements
relate to expectations or forecasts for future events, including,
without limitation, the redemption of the Company's public shares
and the Company's subsequent dissolution and liquidation and its
delisting from NASDAQ and its termination of registration with the
Commission. These statements may be preceded by, followed by or
include the words "may," "might," "will," "will likely result,"
"should," "estimate," "plan," "project," "forecast," "intend,"
"expect," "anticipate," "believe," "seek," "continue," "target" or
similar expressions. Such statements are subject to certain risks
and uncertainties that could cause our actual results in the future
to differ materially from the Company's historical results and
those presently anticipated or projected. The Company wishes to
caution investors not to place undue reliance on any such
forward-looking statements. Any forward-looking statements speak
only as of the date on which such statements are made, and the
Company undertakes no obligation to update such statements to
reflect events or circumstances arising after such date. The
Company assumes no obligation to update forward-looking statements
except to the extent required by applicable securities laws. If the
Company does update one or more forward-looking statements, no
inference should be drawn that the Company will make additional
updates with respect to those or other forward-looking
statements.
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SOURCE Axar Acquisition Corp.