Asset Sale and Plan of Liquidation and Dissolution Approved by SQZB Shareholders
- None.
- None.
SQZ Shareholder Approval Obtained, Closing and Filing of Certificate of Dissolution Scheduled for March 4, 2024
According to the report of the inspector of election, more than
In addition, according to the report of the inspector of election, approximately
The transactions contemplated by the Purchase Agreement are expected to close on or about March 4, 2024, subject to the satisfaction or waiver of customary closing conditions.
Filing of Certificate of Dissolution
In furtherance of the liquidation and dissolution of the Company pursuant to the Plan, the Company intends to file a certificate of dissolution with the Secretary of State of the
Upon the Effective Time, the Company will close its stock transfer books, after which record holders of the Shares will cease to have any rights in respect of the Shares, except the right to receive distributions, if any, pursuant to and in accordance with the Plan and under the General Corporation Law of the
After the Effective Time, the Company will not engage in any business activities except to the extent necessary to preserve the value of its assets, wind up its business affairs and distribute its assets in accordance with the Plan. Under the DGCL, the Company will be continued for the term of three years following the Effective Time, or for such longer period as the
Additional information regarding the Plan and the liquidation and dissolution process can be found in the Company’s proxy statement filed with the
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements are based upon current plans, estimates and expectations of management that are subject to various risks and uncertainties that could cause actual results to differ materially from such statements. The inclusion of forward-looking statements should not be regarded as a representation that such plans, estimates and expectations will be achieved. Words such as “anticipate,” “expect,” “project,” “intend,” “believe,” “may,” “will,” “should,” “plan,” “could,” “may,” “continue,” “target,” “contemplate,” “estimate,” “forecast,” “guidance,” “predict,” “possible,” “potential,” “pursue,” “likely,” and similar expressions are intended to identify forward-looking statements, though not all forward-looking statements use these words or expressions. All statements, other than historical facts, including, but not limited to, statements regarding the closing of the transactions contemplated by the Purchase Agreement, filing of the certificate of dissolution and activities related to the wind up of the Company’s business affairs and distribution of its assets in accordance with the Plan are forward-looking statements. These forward-looking statements are based on management's current expectations. Actual results could differ from those projected in any forward-looking statements due to several risk factors, including but not limited to the important factors discussed under the caption "Risk Factors" in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022, as updated by the Company’s subsequently filed Quarterly Reports on Form 10-Q, as well as the Company’s other subsequent filings with the SEC. Any forward-looking statements represent management's estimates as of this date and the Company undertakes no duty to update these forward-looking statements, whether as a result of new information, the occurrence of current events, or otherwise, unless required by law.
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Source: SQZ Biotechnologies Company
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