San Diego, Oct. 21, 2005 (PRIMEZONE) -- Sagient Research Systems, Inc. (OTCBB:SRYS), a leading publisher of independent research for financial services companies and institutional investors, today announced that the Company's Board of Directors, and a majority of its stockholders, have approved a 1-for-101 reverse stock split. Under the terms of the reverse stock split, each 101 shares of the Company's common stock will be converted into one share of common stock and holders of less than 101 shares of common stock prior to the reverse stock split will receive $0.12 per share. Following the reverse stock split, the Company will effect a 101-for-1 forward stock split so that the number of shares held by each holder of at least one share of common stock after the reverse stock split will ultimately be unchanged.
The Board of Directors has approved the reverse stock split based on its determination that the Company achieves few of the benefits of being a public company because of a lack of an active trading market for its common stock while being saddled with the costs of being a publicly held company. Stockholders owning 15,684,715 shares of common stock, representing approximately 67% of the total number of shares outstanding, approved the reverse stock split by signing a written consent in lieu of a meeting of stockholders.
The anticipated result of the reverse stock split will be to reduce the number of stockholders of record to fewer than 300. The Company intends to cease filing periodic reports with the Securities and Exchange Commission and to terminate the quotation of its common stock on the OTC Bulletin Board. The Company filed a preliminary Information Statement today and expects to distribute a definitive Information Statement to all holders of its common stock in the near future. The reverse stock split will not be effected prior to the 20th day following the distribution of the definitive Information Statement to stockholders. However, the Company reserves the right not to proceed with the reverse stock split in the discretion of its Board of Directors.
The Information Statement will contain additional important information regarding the reverse stock split. We advise our stockholders to read the definitive Information Statement when made available. Copies of both the preliminary Information Statement, and any amendments or supplements thereto, and the definitive Information Statement, will be available without charge at the SEC's website at www.sec.gov or from the Secretary of the Company when they are mailed to stockholders.
About Sagient Research Systems
Sagient Research Systems is a publisher of independent research. We develop, produce, and sell proprietary research products to mutual funds, hedge funds, and investment banks. Our business strategy is to continue to leverage our development, technology, and marketing expertise to solidify our position as a leading provider of independent research to the financial services and institutional investment communities. For more information, please visit the Sagient Research Systems website at www.sagientresearch.com.
Safe Harbor Statement
Certain statements in this press release, including discussions of potential deregistration of the Company's stock, constitute "forward-looking statements" within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and are subject to the safe harbors created thereby. These include statements regarding the intent, belief or current expectations of the Company and statements regarding future events and our plans, goals and objectives, including statements relating to the proposed reverse stock split, the termination of registration of the Company's common stock under the Exchange Act and the expected cost savings of the reverse stock split. The forward-looking statements contained in this release are based upon various assumptions, and certain risks and uncertainties could cause actual results to differ materially from those stated. For further details and a discussion of these risks and uncertainties, see the Company's filings under the Exchange Act, including it most recent Form 10-KSB for the fiscal year ended December 31, 2004. The proposed reverse stock split and the subsequent termination of registration under the Exchange Act are each subject to various conditions and may not occur. The Company undertakes no obligation to correct or update any forward-looking statements, whether as a result of new information, future events or otherwise.