PORTLAND, OR - Sonus Corp. (AMEX:SSN) announced that the holders of its common and preferred shares had voted at a special meeting of shareholders held earlier today to approve the sale of the Company's assets to Amplifon (USA), Inc. The Company announced last June the signing of a definitive agreement for Amplifon to acquire the business of Sonus for a total consideration of $38.4 million in cash and the assumption of certain obligations.
Shareholders also approved, subject to the completion of the sale of assets to Amplifon, the voluntary liquidation and dissolution of the Company in accordance with terms of liquidation presented to shareholders, and a change in the Company's name from Sonus Corp. to SSN Liquidating Corp.
The Company further announced that, subject to the closing of the sale of assets to Amplifon, the Company's board of directors has established October 24, 2002, as the record date for a liquidating distribution to common shareholders under the terms for its liquidation and dissolution. The payment date for the distribution will be October 28, 2002, or the earliest practicable date thereafter.
Under the Company's terms of liquidation, the liquidating distribution to holders of its outstanding common shares will be $1.00 per share. The Company's common shareholders will not be entitled to any additional amounts with respect to their shares.
The American Stock Exchange has notified the Company that the listing of its common shares for trading on AMEX will be suspended as of the close of business on the record date for its liquidating distribution to common shareholders, expected to be October 24, 2002. The Company's stock transfer books will be closed as of the suspension by AMEX.
Amplifon USA is a wholly owned subsidiary of Milan-based Amplifon S.p.A., a world leader in the distribution and application of hearing aids. Portland-based Sonus is the largest audiology-based retailer of hearing instruments in North America and sells private label and multi-brand products to hearing-impaired patients through 87 company-owned retail stores and 1,400 licensed network affiliates in the U.S. and Canada.
This press release contains forward-looking statements. Actual results or occurrences could be significantly different than those predicted or implied by forward-looking statements. Factors that could affect results or occurrences include those relating to the proposed sale of assets, failure to satisfy conditions to closing contained in the purchase agreement, unexpected changes in the business of Sonus, or unexpected liabilities resulting from the two companies' operations prior to or after the transaction occurs. Although forward-looking statements help to provide complete information about the future of the company, readers should keep in mind that forward-looking statements are much less reliable than historical information.
