AM-CH, Inc. Announces Series A Preferred Stock Dividend, Update on the Plan of Dissolution and Resignation of the Company's Chief Financial Officer.CHICAGO -- AM-CH, Inc. announced that its Board of Director has declared a dividend on each share of the Company's Series A Preferred Stock Stock shares that have preferential rights to dividends or to amounts distributable on liquidation, or to both, ahead of common shareholders. Preferred stock is given preference over common stock. Holders of preferred stock receive dividends at a fixed annual rate. outstanding as of February 7, 2005, which was the date the Company closed its stock transfer books in connection with its dissolution Act or process of dissolving; termination; winding up. In this sense it is frequently used in the phrase dissolution of a partnership. The dissolution of a contract is its Rescission by the parties themselves or by a court that nullifies its binding force and reinstates each . Holders of record as of February 7, 2005 will receive a dividend of $0.039 per share, payable in cash on June 1, 2005, provided that the approval of the Chancery Court The Chancery Court of York is an ecclesiastical court for the Province of York of the Church of England. The presiding officer, the Official Principal and Auditor, has been the same person as the Dean of the Arches since the nineteenth century . in Delaware is obtained as described below. Pursuant to the Certificate of Designations for the Series A Preferred Shares Preferred shares Preferred shares give investors a fixed dividend from the company's earnings and entitle them to be paid before common shareholders. See: Preferred stock. the dividends cease to accrue To increase; to augment; to come to by way of increase; to be added as an increase, profit, or damage. Acquired; falling due; made or executed; matured; occurred; received; vested; was created; was incurred. upon the dissolution of the Company. On February 2, 2005 the Company filed a Certificate of Dissolution with the State of Delaware. Therefore, the dividends have accrued ac·crue v. ac·crued, ac·cru·ing, ac·crues v.intr. 1. To come to one as a gain, addition, or increment: interest accruing in my savings account. 2. from December 1, 2004 through February 2, 2005. Separately, on May 11, 2005 the Company filed with the Chancery Court in Delaware a Petition for Determination and Motion for Interim Distribution. The Company is requesting approval for the distribution of $9,303,156 plus accrued dividends of approximately $163,000 to the holders of Preferred Stock. This distribution is in compliance with the terms of the Series A Preferred Stock, which state in part, that upon dissolution the Preferred Stockholders will receive a payment equal to $2.25 per share of Preferred Stock, plus all accrued but unpaid dividends Unpaid dividend A dividend declared by the directors of a corporation that has not yet been paid. unpaid dividend 1. A declared dividend that has not yet been paid. 2. See passed dividend. to date. In addition, the Petition seeks approval for a proposed, estimated distribution of $0.12 per share to Common Stockholders and a proposed, estimated distribution of $0.02 per share to the Preferred Stockholders. The Company does not know if or when the Court will approve the distributions of these amounts, or any other amounts. If Court approval is obtained, the distributions would be the final distributions made in respect of the Preferred and Common Stockholders of the Company. Finally, the Company has accepted the resignation of its Chief Financial Officer, Greg Grosvenor effective May 31, 2005. Headquartered in Chicago, AM-CH, Inc. currently is in dissolution and is in the process of winding up the business affairs of the Company. |
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