Cardiac Network Announces Shareholder Opposition to Reverse Stock Split
July 12 2010 - 9:20AM
Marketwired
Cardiac Network, Inc. (PINKSHEETS: CNWI), a developer of advanced
mobile medical monitoring systems, confirmed today that that it has
received a cease and desist notice from a law firm on behalf of a
group representing themselves as "majority shareholders" of Cardiac
Network's common stock and opposing the proposed reverse stock
split (the "Reverse Stock Split") previously announced by the
Company, effectively putting the Reverse Stock Split on hold while
the Company assesses the claims being made by the group.
The notice identifies shareholders that include a former founder
and CEO of Cardiac Network and other former members of the
Company's Board of Directors, although the amount of shares
represented by the group was not disclosed in the notice. The
Company estimates the group identified in the opposition notice
holds or controls approximately 26 million of unrestricted common
shares, or approximately 32% of the 82,008,355 common shares
outstanding as of June 1, 2010.
The Company previously announced on June 10, 2010 that the Board
of Directors approved the Reverse Stock Split and would seek to
obtain approval from a majority of the holders of the Company's
outstanding Common Stock as required before the Reverse Stock Split
can become effective.
The proposed Reverse Stock Split, if approved, would reduce the
number of shares outstanding and adjust the company's price per
share upon the Reverse Stock Split effective date. If the Company
obtains shareholder approval, it will seek to complete the
necessary filings with the Financial Industry Regulatory Authority
("FINRA") in order to seek FINRA approval and be assigned a new
CUSIP number in connection with the Reverse Stock Split.
The Company believes that a reverse stock split may allow the
Company a better opportunity to raise capital and the Company's
Common Stock may trade at a higher share price level depending on
market and trading conditions at the time that the Reverse Stock
Split takes effect.
Further, raising capital is critical to the Company's
development program for a next generation of cardiac monitors. Any
delay or inability to raise capital to continue the development
activities will delay or harm the ultimate completion of the
development project and jeopardizes the relationships with the
Company's technology and manufacturing partners. The Company will
continue to explore strategic, funding and partnering opportunities
to further its technology development program.
More information will be released on the Company's proposed
Reverse Stock Split as it becomes available.
About Cardiac Network: Cardiac Network,
Inc. is a medical technology company developing products to provide
cardiac monitoring and diagnostic services to general practitioners
and specialist physicians, for the investigation of patients with
abnormal cardiac rhythm and function. Cardiac Network uses unique
transtelephonic (by telephone) cardiac recorders that monitor and
provide diagnostic information to physicians and their patients.
Cardiac Network also intends to offer its services to individuals
to help them quickly determine if they are having potential cardiac
problems so they can obtain immediately needed medical treatment.
Learn more about Cardiac Network, Inc. by visiting
http://www.cardiacnetwork.net.
FORWARD-LOOKING STATEMENTS
THIS PRESS RELEASE CONTAINS "FORWARD-LOOKING STATEMENTS."
FORWARD-LOOKING STATEMENTS ARE STATEMENTS CONCERNING PLANS,
OBJECTIVES, GOALS, STRATEGIES, EXPECTATIONS, INTENTIONS,
PROJECTIONS, DEVELOPMENTS, FUTURE EVENTS, OR PERFORMANCE,
UNDERLYING (EXPRESSED OR IMPLIED) ASSUMPTIONS AND OTHER STATEMENTS
THAT ARE OTHER THAN HISTORICAL FACTS. THESE FORWARD-LOOKING
STATEMENTS ARE ONLY PREDICTIONS. NO ASSURANCES CAN BE GIVEN THAT
SUCH PREDICTIONS WILL PROVE CORRECT. ACTUAL EVENTS OR RESULTS MAY
DIFFER MATERIALLY. FORWARD-LOOKING STATEMENTS SHOULD BE READ IN
LIGHT OF THE CAUTIONARY STATEMENTS AND RISKS THAT INCLUDE, BUT ARE
NOT LIMITED TO, THE RISKS ASSOCIATED WITH A SMALL COMPANY, OUR
LIMITED FINANCIAL RESOURCES, AND THE UNCERTAINTIES OF COMPETITIVE
PRESSURES WE FACE. WE CAN BE CERTAIN THAT WE WILL OBTAIN APPROVAL
FROM THE HOLDERS OF A MAJORITY OF OUR OUTSTANDING COMMON STOCK OR
THE PRECISE NUMERICAL SIZE OF THE PLANNED REVERSE STOCK SPLIT.
THESE OR OTHER RISKS COULD CAUSE ACTUAL RESULTS TO DIFFER
MATERIALLY FROM THE FUTURE RESULTS INDICATED OR IMPLIED IN SUCH
FORWARD-LOOKING STATEMENTS. WE UNDERTAKE NO OBLIGATION TO UPDATE OR
REVISE SUCH STATEMENTS. FOR ADDITIONAL INFORMATION ON THESE RISKS
AND UNCERTAINTIES, PLEASE REFER TO OUR FILINGS ON PINK SHEETS.
Contact: Cardiac Network, Inc. Michael Swartzburg (415) 249-0990
Email Contact
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