Transmeta Corporation (NASDAQ: TMTA) today announced that its Board of
Directors has approved a reverse split of Transmeta’s
common stock at a ratio of one-for-20 shares, to take effect on Friday,
August 17, 2007.
At its annual meeting of stockholders held on July 31, 2007, Transmeta
received stockholder approval of a proposal authorizing the Transmeta
Board of Directors, in its discretion, to effect a reverse split of
Transmeta’s common stock, at a ratio within
the range from one-for-10 to one-for-40 shares, together with a
corresponding reduction in the number of authorized shares of Transmeta’s
capital stock, at any time prior to July 31, 2008.
The reverse stock split will be effective at 8:00 a.m., Eastern Time, on
August 17, 2007. Transmeta’s common stock will
begin trading at that time on a reverse split basis under the symbol
"TMTAD," for a period of 20 trading days. Thereafter, it will resume
trading under the Company's original symbol "TMTA."
The reverse split will reduce the number of outstanding shares of
Transmeta’s common stock from approximately
200 million shares to approximately 10 million shares. No fractional
shares will be issued in connection with the reverse stock split. Cash
will be issued in lieu of fractional shares. The exercise price and the
number of shares of common stock issuable under the Company's
outstanding warrants and options will be proportionately adjusted to
reflect the reverse stock split. The number of shares issuable upon
conversion of Transmeta’s Series B preferred
stock and issuable under the Company’s equity
incentive plans will be proportionately reduced to reflect the reverse
stock split. Additional information about the reverse stock split is
available in Transmeta’s definitive proxy
statement filed with the Securities and Exchange Commission on June 29,
2007.
Existing stockholders holding Transmeta common stock certificates will
receive a Letter of Transmittal from the Company’s
transfer agent, with specific instructions regarding the exchange of
shares. Mellon Investor Services LLC is Transmeta’s
transfer agent and will act as the exchange agent for the purpose of
implementing the exchange of stock certificates in connection with the
reverse split.
About Transmeta Corporation
Transmeta Corporation develops and licenses innovative computing,
microprocessor and semiconductor technologies and related intellectual
property. Founded in 1995, we first became known for designing,
developing and selling our highly efficient x86-compatible
software-based microprocessors, which deliver a balance of low power
consumption, high performance, low cost and small size suited for
diverse computing platforms. We are presently focused on developing and
licensing our advanced power management technologies for controlling
leakage and increasing power efficiency in semiconductor and computing
devices, and in licensing our computing and microprocessor technologies
to other companies. To learn more about Transmeta, visit www.transmeta.com.
Safe Harbor Statement
This release contains forward-looking statements made pursuant to the
safe harbor provisions of the Private Securities Litigation Reform Act
of 1995. Such statements speak only as of the date of this release, and
we will not necessarily provide updates of our projections or other
forward-looking statements. Investors are cautioned that such
forward-looking statements are subject to many risks and uncertainties,
and may differ materially or adversely from our actual results or future
events. Important risk factors that could have material or adverse
effects on our results include practical difficulties in implementing
our restructuring plan and modifying our business model, the potential
loss of key technical and business personnel, our ability to satisfy the
continued listing requirements of the
Nasdaq Stock Market, uncertainty
about the adoption and market acceptance of our technology offerings by
current and potential customers and licensees, our inability to predict
or ensure that third parties will license our technologies or use our
technologies to generate royalties, difficulties in developing our
technologies in a timely and cost effective manner, the risk that we
have difficulties entering into strategic collaborations or raising
financing on satisfactory terms, patents and other intellectual property
rights, and other risk factors. We urge investors to review our filings
with the Securities and Exchange Commission, including our most recent
reports on Forms 10-K, 10-Q and 8-K, which describe these and other
important risk factors that could have an adverse effect on our results.
We undertake no obligation to revise or update publicly any
forward-looking statement for any reason.
Transmeta and LongRun2 are trademarks of Transmeta Corporation. All
other product or service names mentioned herein are the trademarks of
their respective owners.
