Amsterdam Molecular Therapeutics Reconfirms Timetable of Principle Events of its Liquidation Process
AMSTERDAM, April 17, 2012 /PRNewswire/ --
Amsterdam Molecular Therapeutics (AMT) Holding N.V. in liquidation (in liquidatie) (Euronext: AMT), today reconfirms the earlier announced timetable of the principle events of its liquidation process, in view of the upcoming advance distribution to the AMT shareholders.
Because AMT's dissolved property consists of the 31,101,065 depositary receipts (certificaten van aandelen) for (class B) ordinary shares in uniQure B.V. ("uniQure DRs") that AMT received as consideration for the disposal of its entire business and operations to uniQure B.V. ("uniQure") without AMT having any known financial liabilities and the financial condition justifies the same, AMT's liquidators have decided to make an advance liquidation distribution (the "Advance Distribution") to the AMT shareholders by distributing and allocating to each AMT shareholder one uniQure DR for each AMT share held on the Distribution Record Date. It is not anticipated that there will be any further (final) distributions to AMT shareholders.
The Distribution Record Date shall 23 April 2012 and the date on which the Advance Distribution of the uniQure DRs shall take place is 26 April 2012 (in each case subject to extension of the timetable for the liquidation process). The Advance Distribution of the uniQure DRs to the AMT shareholders will be settled through the book entry system operated by Euroclear Netherlands, and will result in one uniQure DR being credited in the securities account of each AMT shareholder for each AMT share held on the Distribution Record Date. Consequently, to receive uniQure DRs, a person must hold AMT shares on the Distribution Record Date. To hold AMT shares on the Distribution Record Date, a shareholder must have bought such shares before the Ex Date, which is 19 April 2012 (subject to extension of the timetable for the liquidation process). Conversely, shareholders that do not want to receive uniQure DRs, must sell their AMT shares before the Ex Date.
Each AMT shareholder holding at least 5% of the shares in the capital of AMT on the Distribution Record Date shall be entitled to exchange its uniQure DRs for an equal number of ordinary shares (class A) in uniQure, subject to such shareholder becoming party to the uniQure Shareholder Agreement (the "Exchange Offer"). Eligible AMT shareholders that wish to apply for an exchange of uniQure DRs for ordinary shares (class A) in uniQure pursuant to the Exchange Offer must give written notice thereof to AMT ultimately on 9 May 2012 (subject to extension of the timetable for the liquidation process). More information on the Exchange Offer can be found the shareholders circular that AMT published on 17 February 2012 in relation to the transaction with uniQure, its press releases of 17 February and 6 April 2012 and in the overview of the key transaction elements and the transaction timetable that is available via AMT's website - http://www.amtbiopharma.com.
AMT's shares will not be cancelled or otherwise cease to exist upon the Advance Distribution of the uniQure DRs. The AMT shares will continue to exist until the liquidation is finalised and AMT ceases to exist, which is expected to occur in the summer of 2012. AMT and its shares ceasing to exist upon the ending of the liquidation shall effectively also result in AMT's delisting, to the extent the delisting cannot be achieved at an earlier date in consultation with Euronext Amsterdam and subject to such conditions as Euronext Amsterdam may propose.
Timetable of principle events
Ex Date 19 April 2012 Distribution Record Date (after close of trading on NYSE Euronext in Amsterdam) 23 April 2012 Advance Distribution 26 April 2012 Final date Exchange Offer 9 May 2012 End of liquidation expected summer 2012 Delisting expected summer 2012
Each of the above dates is subject to extension of the timetable for the liquidation process. Any extension of the timetable shall be announced in a press release at least one business day before the originally set date of the event that is to be extended and reset at a later date.
More information on the Advance Distribution, AMT's dissolution and liquidation process and delisting and the timing thereof can be found in the overview of the key transaction elements and the transaction timetable that is available via AMT's website - http://www.amtbiopharma.com
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