Herrick Develops Customized Transaction Structure to Assist Ubiquity, Inc. Ahead Of Potential Nasdaq Listing
New York, NY – October 3, 2014 – Herrick, Feinstein LLP announced today that it developed a customized transaction structure for Ubiquity, Inc. (OTCBB: UBIQ, "the Company"), which addressed potential adverse selling pressure in the Company's common stock and allowed it to move forward with its plan to seek an "uplisting" to NASDAQ. The transaction structure may be employed on behalf of public companies with a range of complex and stepped shareholder classes.
Ubiquity is a technology development and licensing company with an extensive patent portfolio across multiple technology market verticals. In September 2013, the Company achieved a public listing on the over-the-counter bulletin board by means of a reverse-merger.
Ubiquity has a large number of outstanding shares of common stock that are "restricted securities." Under Rule 144 of the Securities Act, holders of these shares were permitted to sell them in market transactions beginning September 29, 2014. If a large number of shareholders holding these restricted securities sold their shares, Ubiquity's liquidity and corresponding stock price could have been materially affected, which would have the additional effect of negatively impacting the Company's ability to engage in capital market transactions.
Herrick developed a solution whereby all current shareholders of Ubiquity's restricted common stock were granted registration rights and the opportunity to participate in the Company's intended firm commitment underwritten offering of at least $40 million dollars, which was announced on September 11, 2014. This offering satisfies an eligibility requirement to seek a national stock exchange listing of Ubiquity's common stock, including on the NYSE or NASDAQ, while also expediting the process to achieve this goal.
"Rather than using securities laws to dictate corporate strategy, Herrick uses them to implement forward-thinking corporate strategies," said Chris Carmichael, chief executive officer of Ubiquity. "We're very pleased with the creativity Herrick brought to the table, which resulted in a pragmatic solution to a complex matter."
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About Herrick, Feinstein LLP:
Founded in 1928, Herrick, Feinstein LLP is a prominent 160-lawyer firm providing a full range of legal services, including commercial litigation, real estate, art law, bankruptcy and restructuring, corporate law, employment law, government relations, insurance, intellectual property, sports law, and tax and personal planning. Headquartered in New York City, the firm has offices in Newark and Princeton, New Jersey; Washington, D.C., and Istanbul, Turkey.
About Ubiquity, Inc.:
Based in Irvine, CA, Ubiquity is a vertically integrated, technology-focused media company. Ubiquity is focused in five specific areas with a robust portfolio of patents and intellectual property. The Company has developed an intuitive user interface making access to all content from any device in a simple, consistent format, has enabled the search and identification of any object and image in all video and digital media, and has developed a platform for mobile transaction including the integration of payments, money transfers, coupons and gifts. The Sprocket is an industry-leading, intuitive, immersive consumer experience for all web-based activity, and allows for the personalization of all content, whether public or private, in a unique, accessible way.