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Nematron
Announces 5-for-1 Reverse Stock Split, Name Change and Sale of Assets
and Liabilities
Ann
Arbor MI — March 19, 2004 — Nematron Corporation (OTCBB:NMNN) announces
that the Board of Directors of Nematron has approved a five-for-one
reverse stock split of its outstanding common shares, the sale of
the Assets and Liabilities of the Company to NC Acquisition Corporation,
and the renaming of the Company to Sandston Corporation. The Shareholders
had authorized these transactions at Nematron’s recent Annual Shareholder
Meeting held on January 13, 2004.
The
reverse split will be effective at the opening of business on March
31, 2004. As a result of the split, Shareholders of record at the
close of the business day on March 30, 2004 will receive one common
share for every five shares currently held. Nematron’s transfer
agent, Registrar & Transfer, will notify the Company’s Shareholders
and request that they surrender their certificates representing
shares of pre-split common stock to the transfer agent so that certificates
representing the appropriate number of shares of post-split common
stock, together with a cash payment in lieu of any fractional share,
may be issued in exchange. The price for fractional shares will
be based on the closing market price of Nematron’s common stock
on March 30, 2004. The company’s stock was trading at 11 cents a
share at the close of Thursday’s trading.
Effective
at the end of the business day on March 31, 2004, the Company name
will be changed from Nematron Corporation to Sandston Corporation.
Trading of Sandston Corporation stock will continue under the current
ticker (OTCBB:NMNN), although it is anticipated that the ticker
symbol will be changed in the near future. Post-split common stock
certificates will be issued from Sandston Corporation.
The
Board of Directors has also approved the sale of substantially all
of the Company’s assets and liabilities to NC Acquisition Corporation,
an Ann Arbor, Michigan-based company. Following this sale, also
effective at the end of the business day on March 31, 2004, the
operations of the current Company will continue under the name of
Nematron Corporation. Nematron will continue to operate from its
Ann Arbor-based headquarters, with no anticipated disruption in
the day-to-day business with our many customers and distributors
worldwide.
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