Herbalife Shareholders Approve Dual Class Recapitalization Plan.LOS ANGELES--(BUSINESS WIRE)--Dec. 12, 1997--Herbalife International Inc. (Nasdaq NM:HERB) Friday announced that its shareholders have approved the company's previously announced recapitalization plan, which will establish two classes of common stock, including a new class of non-voting stock Non-voting stock is stock that provides the shareholder very little or no vote on corporate matters, such as election of the board of directors or mergers. This type of share is usually implemented for individuals who want to invest in the company’s profitability and success . The recapitalization will become effective immediately following the close of trading on Dec. 12, 1997. At that time, the company will initiate a 1-for-3 reverse split of its existing common shares and subsequently reclassify Verb 1. reclassify - classify anew, change the previous classification; "The zoologists had to reclassify the mollusks after they found new species" class, classify, sort out, assort, sort, separate - arrange or order by classes or categories; "How would you each post-split share into a new share of Class A voting common stock. Immediately thereafter, two shares of non-voting Class B common stock will be distributed as a non-taxable dividend for each share of Class A common stock, resulting in substantially identical numbers of common shares after the recapitalization as before it occurred. As a result, the transaction will not impact earnings per share and relative voting control for all existing shareholders will remain unchanged. To illustrate, a hypothetical Herbalife shareholder who owns 300 shares currently, after the recapitalization will own 100 Class A voting shares Voting Shares Shares that give the stockholder the right to vote on matters of corporate policy making as well as who will compose the members of the board of directors. Notes: Different classes of shares, such as preferred stock, sometimes don't allow for voting rights. and 200 Class B non-voting shares. Herbalife's new Class A voting and Class B non-voting shares will trade on the Nasdaq National Market System under the symbols HERBA and HERBB HERBB Hanscom Electronic Request for Proposal Bulletin Board , respectively. It is expected that trading in such shares will commence on Dec. 15, 1997. Following the recapitalization, the company intends to continue to implement its $30 million share repurchase Share Repurchase A program by which a company buys back its own shares from the marketplace, reducing the number of outstanding shares. This is usually an indication that the company's management thinks the shares are undervalued. program authorized in April 1997, to repurchase Class A and Class B shares, subject to management's discretion and market conditions. The company has repurchased 625,000 shares under the current program, bringing the year-to-date repurchase totals to 1,050,310 shares, including shares repurchased through a 1 million share program completed earlier in the year. Approximately $16.7 million remain under the current $30 million stock repurchase Stock repurchase A firm's repurchase of outstanding shares of its common stock. program. Herbalife International markets weight-management products, nutritional supplements Nutritional Supplements Definition Nutritional supplements include vitamins, minerals, herbs, meal supplements, sports nutrition products, natural food supplements, and other related products used to boost the nutritional content of the diet. and personal care products in 36 countries worldwide. Herbalife products are available only through a network of independent distributors who purchase the products directly from the company. CONTACT: Herbalife International Inc., Los Angeles Erik Randerson, 310/410-9600 ext. 32202 HerbalifeIR@Compuserve.com or Morgen-Walke Associates, New York New York, state, United States New York, Middle Atlantic state of the United States. It is bordered by Vermont, Massachusetts, Connecticut, and the Atlantic Ocean (E), New Jersey and Pennsylvania (S), Lakes Erie and Ontario and the Canadian province of David Walke or Stephanie Giroux, 212/850-5600 |
|
||||||||||||||
Printer friendly
Cite/link
Email
Feedback
Reader Opinion