Date: Aug 29, 2013 Source: Business Wire (
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SAN MATEO, Calif.--(BUSINESS WIRE)--Maxygen, Inc. (Nasdaq: MAXY), announced today that it has filed a certificate of dissolution with the Secretary of State of the State of Delaware, which will become effective at 5:00 p.m. Eastern Time on August 29, 2013. The filing of the certificate was made pursuant to a plan of dissolution approved by shareholders at the company’s annual meeting held on August 12, 2013.
Maxygen notified The NASDAQ Stock Market (NASDAQ) of the filing and NASDAQ has advised Maxygen that trading of the company’s common stock will be suspended after the regular market officially closes at 4:00 p.m. Eastern Time on August 29, 2013. NASDAQ also has advised Maxygen that it will file a Notification of Removal from Listing and/or Registration on Form 25 with the Securities and Exchange Commission (SEC) to delist the common stock from NASDAQ. Maxygen also intends to seek relief from the SEC to suspend certain of its reporting obligations under the Securities and Exchange Act of 1934, as amended.
In connection with the effectiveness of the certificate of dissolution, Maxygen will also close its stock transfer books and discontinue recording transfers of its common stock, effective as of 5:00 p.m. Eastern Time on August 29, 2013. As a result, the common stock, and stock certificates evidencing the shares of common stock, will no longer be assignable or transferable on the company’s books, other than transfers by will, intestate succession or operation of law.
As previously announced, the company made an initial liquidating distribution of $2.50 per share of Maxygen’s common stock, which was payable on August 29, 2013. Subject to uncertainties inherent in the winding up of its business, Maxygen may make one or more additional liquidating distributions, which could total as much as $0.09 per share, as the company’s required contingency reserves may be released over time. However, no assurances can be made as to the ultimate amounts to be distributed, if any, or the timing of any such distributions. Any additional liquidating distributions will be made to the shareholders of record as of the effective date of the certificate of dissolution.