XOMA To Change Domestication To Delaware
XOMA Ltd. announced its intention to change its jurisdiction of incorporation from Bermuda to Delaware. In a statement issued, the Company’s Board of Directors said they believe that this change will:
- provide legal, administrative and other similar efficiencies, as well as provide a basis for further efficiencies in the event XOMA undertakes to simplify its overall corporate structure;
- reduce XOMA’s exposure to the potential consequences of certain types of punitive or potentially adverse tax legislation that have been proposed from time to time;
- relocate XOMA’s jurisdiction of organization to one that has a body of law more familiar to its officers, its employees, its board of directors and many of its shareholders; and reduce XOMA’s exposure to other potentially adverse or prejudicial actions based on its being a non-US company, such as “blacklisting” of its common shares by certain pension funds or legislation restricting certain types of transactions.
Upon completion of the Domestication, all of the outstanding common shares of the Bermuda company will automatically be converted by operation of law into common stock of a Delaware corporation on a one-for-one basis.
A registration statement relating to the common stock of the Delaware corporation has been filed with the Securities and Exchange Commission but has not yet become effective. These securities may not be exchanged nor may offers to exchange be accepted prior to the time the registration statement becomes effective, and this announcement does not constitute an offer of any securities for exchange or sale.
Although neither the continuance and domestication of XOMA as a Delaware corporation in accordance with Section 388 of the General Corporation Law of the State of Delaware nor the concurrent discontinuance from Bermuda under the Companies Act 1981 of Bermuda will require shareholder approval, both the domestication and the discontinuance are subject to the final approval of XOMA’s Board of Directors.
Do you know for whom the bell tolls? It tolls for thee. IB is ringing the bell….
just listen to those bells ringing…lots more ringing to come. do we blame them? no, we know where the blame lies….
Madam Wilson – you still have time to talk and convince these folks of the benefit of staying in Bermuda or are you with head in sand, wringing hands?? Here is where I would be in their office today: Let’s make a deal! I refer to the last statement, sounds like they just need to be convinced to stay…oh Kimmee is anybody there???????
Although neither the continuance and domestication of XOMA as a Delaware corporation in accordance with Section 388 of the General Corporation Law of the State of Delaware nor the concurrent discontinuance from Bermuda under the Companies Act 1981 of Bermuda will require shareholder approval, both the domestication and the discontinuance are subject to the final approval of XOMA’s Board of Directors.
And so the exodus continues. I wonder at what point people are going to take this seriously?
Was speaking with a Taxi driver who was covering for another taxi driver who on vacation for the next 7 weeks. So after hearing that, I asked, “Well, I guess there is no recession?” When asked if there were a recession here, the taxi drive said he did not think there was a crisis and replied, “…No. They’re [people]are just making a lot noise.” How many more people in Government who think like him?
Too many…
Probably most and thus why nobody listened to Bob. You would think the PLP deaf.