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Gold/Mining/Energy : Sonus Corp. (formerly Healthcare Capital Corp.) - AMEX:SSN
SSN 0.360+0.8%Nov 17 4:00 PM EST

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To: Saverio who wrote (66)12/29/1997 12:23:00 PM
From: Robert Swaita  Read Replies (1) of 96
 
Hi all: here is the latest news release. It basically says that we are allow to list on the AMEX if shareholders approve a 1 for 5 reverse stock split. It also says they will be changing the name to SONUS.

If HCL does have the oppertunity to list on the AMEX this will be great because it gives us exposure to larger markets. And american traded stocks tend to have higher trading multiples than canadian traded stocks. Also, since the number of outstanding stocks will be greatly reduced, on any good news release the stock will really take off because there are not much stocks out there, hence people will bid the price up!

I will try to find out what other think; if anyone has comments about this reverse stock split please post.

regards
robert

PORTLAND, OR, Dec. 29 /CNW/ - The Board of Directors of HealthCare
Capital Corp. (Alberta Stock Exchange: HCL) (''HealthCare'' or the
''Company''), d/b/a SONUS, a leading operator of audiology clinics in the
United States and Canada, is pleased to announce the following corporate
developments: HEALTHCARE RECEIVES CONDITIONAL LISTING APPROVAL
TO TRADE COMMON STOCK ON AMERICAN STOCK EXCHANGE
HealthCare today announced that the American Stock Exchange (''AMEX'')
has granted conditional listing approval for the Company's common stock.
Listing on the AMEX is contingent upon the receipt by HealthCare of
shareholder approval for a proposed one-for-five reverse stock split
(consolidation), the details of which are outlined below, and a post-split
share price which exceeds U.S. $3.00 per share.
HEALTHCARE CLOSES SECURITIES PURCHASE AGREEMENT WITH
WARBURG, PINCUS VENTURES, L.P. FOR U.S. $18 MILLION
HealthCare also announced the closing of its previously announced $18
million preferred stock private placement with Warburg, Pincus Ventures, L.P.
In the event the warrants issued in the transaction are exercised, HealthCare
may receive additional proceeds of up to $24 million.
Brandon M. Dawson, President and Chief Executive Officer of HealthCare,
commented, ''The hearing health care industry is highly fragmented and
populated primarily by sole proprietor operations, many of which have been
unable to replicate the economic advantages derived from being part of a
large, multi-clinic organization. The net proceeds from the Warburg private
placement, coupled with HealthCare's growing reputation as a high quality
provider of hearing health services, will greatly assist us in achieving our
goal of becoming the premier hearing health care provider in North America's
$2 billion hearing health market.''
HEALTHCARE PROPOSES ONE-FOR-FIVE REVERSE STOCK SPLIT (CONSOLIDATION)
COMPANY TO CHANGE NAME TO SONUS CORP.
HealthCare's Board of Directors has proposed a one-for-five reverse stock
split (consolidation) of the outstanding shares of the Company's common stock.
HealthCare has scheduled a Special Meeting of Shareholders for February 9,
1998, where shareholders will be asked to approve the proposed reverse stock
split, as well as a change of the Company's name to Sonus Corp. Upon
shareholder and regulatory approvals of the proposed reverse stock split, the
number of outstanding common shares will be reduced to 5,456,903 from
27,284,517, the number of outstanding preferred shares will be reduced to
2,666,666 from 13,333,333 and the number of fully diluted shares will be
reduced to 12,625,631 from 63,128,158. The outstanding shares on a fully
diluted basis include shares to be issued upon the exercise of warrants and
options. In the event that such warrants and options are exercised, HealthCare
may receive up to $41 million.
Mr. Dawson commented, ''Listing on the AMEX will provide much broader
exposure for HealthCare and create greater opportunities for U.S.-based
investment professionals to purchase common shares on the open market. The
AMEX is one of the world's premier auction marketplaces, providing more than
800 companies with greater visibility and access to the investment community.
By increasing the per-share price of HealthCare's common stock via the
proposed reverse stock split, the resulting shares should become more
attractive to a larger number of institutional investors. We believe that this
increased interest, combined with continued favorable operating results, such
as a 319% increase in fiscal 1998 first quarter revenues from the same period
in the prior fiscal year and two consecutive quarters of positive EBITDA, and
an aggressive North American acquisition strategy, will translate into
increased shareholder value and enhanced visibility for HealthCare.''
With respect to changing the Company's name to Sonus Corp., Mr. Dawson
continued, ''The name SONUS, which is Latin for sound, more accurately
reflects the Company's focus on hearing health. Hearing is an important part
of communication, and it is the reason we have dedicated ourselves to becoming
North America's premier provider of hearing health services.''
+++ ++++ +++
HealthCare owns the largest group of audiology based hearing clinics
operating in the United States and Canada. HealthCare's 52 hearing clinics
provide a full range of products and services to hearing impaired patients.
The Company's vision is to become the premier hearing care provider in North
America. HealthCare's strategy involves the consolidation of the industry
through acquisition of quality hearing care clinics.
This news release contains forward looking statements which may involve
known and unknown risks, uncertainties and other factors that may cause the
actual results, performance or achievements of HealthCare to be materially
different from any future results, performance or achievements expressed or
implied by such forward looking statements. Such factors with respect to
HealthCare include economic trends in HealthCare's market area, the ability of
HealthCare to manage its growth and integrate new acquisitions into its
network of hearing care clinics, the development of new or improved medical or
surgical treatments for hearing loss or of technological advancements in
hearing instruments, changes in the application or interpretation of
applicable governmental laws and regulations, the ability of HealthCare to
complete additional acquisitions of hearing care clinics on terms favorable to
HealthCare, the degree of consolidation in the hearing care industry,
HealthCare's success in attracting and retaining qualified audiologists and
staff to operate its hearing clinics, product and professional liability
claims brought against HealthCare's insurance coverage, and the availability
of and costs associated with potential sources of financing. HealthCare
disclaims any obligation to update any such factors or to publicly announce
the results of any revision to the forward looking statements contained herein
to reflect future events or developments. ON BEHALF OF THE BOARD OF DIRECTORS
''Brandon M. Dawson'' Brandon M. Dawson President/CEO
''The Alberta Stock Exchange has neither approved nor disapproved the
information contained herein.''
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