Cruzan International, Inc. Announces Record Date and Subscription Price for Rights Offering.WEST PALM BEACH, Fla. -- Cruzan International, Inc. (AMEX AMEX See: American Stock Exchange :RUM), producer and distributor of Cruzan rum Cruzan Rum is a rum producer located in Saint Croix, U.S. Virgin Islands. Their distillery was founded in 1760 and claims the distinction of "the most honored rum distillery in the world." Weekday tours of the distillery in Frederiksted are given. , importer and marketer of premium branded spirits, and distiller of bulk rum and brandy, announced today that it has set Friday, May 20, 2005 as the record date for its previously announced rights offering. The offering will grant holders of the Company's common stock (except the Company's principal stockholder, Angostura Angostura: see Ciudad Bolívar. Limited and its affiliates) nontransferable subscription rights to purchase in the aggregate up to 408,787 shares of the Company's common stock at a subscription price of $13.91 (the closing price of the Company's common stock on the American Stock Exchange American Stock Exchange (AMEX) Stock exchange in the U.S. Originally known as “the Curb,” it began as an outdoor marketplace in New York City c. 1850. It moved indoors to its present location in the Wall Street area in 1921. on May 19, 2005). Under the terms of the offering, holders of the Company's common stock (except Angostura Limited and its affiliates) will be entitled en·ti·tle tr.v. en·ti·tled, en·ti·tling, en·ti·tles 1. To give a name or title to. 2. To furnish with a right or claim to something: to one nontransferable basic subscription right to purchase one share of common stock for each five shares of common stock held at the close of business on the May 20, 2005 record date. If any holders of subscription rights do not exercise their basic subscription rights in full, the Company will permit stockholders who do exercise their basic subscription rights in full to subscribe for additional shares at the same subscription price per share, on a pro rata [Latin, Proportionately.] A phrase that describes a division made according to a certain rate, percentage, or share. In a Bankruptcy case, when the debtor is insolvent, creditors generally agree to accept a pro rata share of what is owed to them. basis. In accordance with customary trading practices, investors must acquire shares of the Company's common stock by the close of business on May 20, 2005 in order to receive the rights attendant to such shares. The Registration Statement for the rights offering has not yet become effective. As soon as practicable after the effective date of the Registration Statement, the Company expects to mail to holders of common stock (except Angostura Limited and its affiliates) as of the record date a prospectus for the rights offering accompanied by a Subscription Rights Exercise Notice and related explanations for exercising the rights. The prospectus will contain a description of the rights offering and other information. Additional copies of the prospectus may be obtained by contacting the subscription agent, Continental Stock Transfer & Trust, at 212-509-4000, ext 536. The subscription rights will be exercisable for 30 days from the date the Registration Statement becomes effective, unless extended by the Company. The Rights Offering will be made only by means of a prospectus and this notice does not constitute an offer of any securities for sale. Cruzan International, Inc. is a major supplier of rum, brandy and wine to the beverage alcohol industry. The Company also produces ultra-premium single-barrel aged rums and tropical rums, vinegar vinegar, sour liquid consisting mainly of acetic acid and water, produced by the action of bacteria on dilute solutions of ethyl alcohol derived from previous yeast fermentation. and other alcohol-related products. Cautionary Statement The Registration Statement for the rights offering has not yet become effective. This release shall not constitute an offer to sell or the solicitation solicitation In criminal law, the act of asking, inducing, or directing someone to commit a crime. The person soliciting another becomes an accomplice to the crime. The term also refers to the act of obtaining bribes, as well as to the crime of a prostitute who offers sexual of an offer to buy, nor shall there be any sale of such common stock in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state. Statements contained in this press release, other than historical facts, are "forward-looking statements forward-looking statement A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections. " within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Cruzan intends that such forward-looking statements shall be subject to the safe harbors Safe Harbor 1. A legal provision to reduce or eliminate liability as long as good faith is demonstrated. 2. A form of shark repellent implemented by a target company acquiring a business that is so poorly regulated that the target itself is less attractive. created thereby. These statements involve various risks and uncertainties, including without limitation those contained in the section entitled "Forward-Looking Statements" in Cruzan's Annual Report on Form 10-K Form 10-K A report required by the SEC from exchange-listed companies that provides for annual disclosure of certain financial information. Form 10-K See 10-K. for the fiscal year ended September 30, 2004. As a result, future results may differ materially from the expected results represented by the forward-looking statements contained in this press release. The forward-looking statements are made as of the date of these statements, and Cruzan undertakes no obligation to update or revise the forward-looking statements, or to update the reasons why actual results could differ materially from those projected in the forward-looking statements. |
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