The biopharmaceutical company Myrexis has announced its intention to dissolve its company and offer its assets in a business sale. This announcement comes after approval by the board of directors. After liquidation, the company intends to distribute all cash to its shareholders outside of the funds needed to pay reasonable expenses. The company will file proxy materials as soon as possible with the Securities and Exchange Commission to outline its plan, and the shareholders must approve the dissolution before a sale can proceed.
The company had hired a bank earlier this year to determine what its options were; however, the decision was made to dissolve the company. It suspended activity on several of its programs nine months ago. Myrexis had hired two industry veterans in May in an attempt to transform itself into a company that acquired drugs made by other companies rather than in-house. However, one of those two executives died shortly thereafter.
According to the company’s public filing, it announced that, prior to the dissolution, it will entertain any reasonable purchase offers by other companies. The Internal Revenue Service has already warned the shareholders that any increase in stock value due to the dissolution will be treated as income for tax purposes.
Business attorneys handle large corporate transactions and can provide sound legal advice for companies considering dissolving and liquidating assets. It is always wise to seek legal advice before making any major company decisions to avoid unnecessary liabilities and ensure a smooth dissolution.
Source: Reuters, “Myrexis to dissolve, shares jump,” Pallavi Ali, Nov. 9, 2012