Crayfish - Hilfe !!!!! - 500 Beiträge pro Seite

[GoldenStock]

Bei Crayfish soll demnächst ein ADR-Delisting verbunden mit einer Kapitalherabsetzung (Barausschüttung) stattfinden.
Hier die NEWS dazu. Da ich nicht ganz schlau draus werde, in wie weit sich dies auf den Kurs auswirkt, bzw. ob es besser ist vorher noch zu verkaufen, wäre es schön wenn es einen "Experten" gibt, der mir einen Rat/Tipp geben könnte. Danke schon jetzt an denjenigen.

Hier die NEWS:
Proposal to Distribute Cash and Consideration to De-list ADRs From Nasdaq and to Terminate ADR program
Friday June 20, 9:05 am ET


TOKYO and NEW YORK, June 20 /PRNewswire-FirstCall/ -- Crayfish Co., Ltd. (Nasdaq: CRFH; MOTHERS: 4747) ("Crayfish" or the "Company" announced that its Board of Directors at its meeting today has approved the distribution to its shareholders of a cash dividend in connection with it capital reduction, in accordance with to the Japanese Commercial Code and subject to approval of an extraordinary shareholders` meeting scheduled for July 31, 2003.
In addition, Crayfish also announced today that its board of directors is considering the de-listing of Crayfish`s ADRs from Nasdaq and the termination of its ADR program.

NOTE: This press release is a summary of today`s Japanese press release and does not include details about the procedures for calculation of the cash distribution and certain other information. The full translation of the Japanese press release will be filed with the U.S. Securities and Exchange Commission on Form 6-K and can be accessed on the SEC`s website once it has been filed.

1. Background

The Company earned a positive net income for FY2002 principally through restructuring its operations and maintaining its profitability on the basis of its prior investments. The Company has no current intention to make additional capital investments in research and development as it did in the past. In addition, the Company has reached a memorandum of understanding with the plaintiffs in its class action lawsuits and on that basis believes that it will be able to avoid further significant litigation related costs.

As a result, the Company`s board of directors has determined that it is in the shareholders` best interest that the capital that is no longer necessary for the operation of the Company`s business be distributed to the shareholders, subject to approval of the shareholders. The Company`s board of directors proposes the following distribution:

(In thousand of yen)

(1)The amount of total (2)Distribution for one (3)Distribution for
distribution common share (Note 1) one ADR
(Note 2)
JPY 14,375,200 JPY 1,400 JPY 2.8

Note 1: The distribution for one common share is calculated by (1) the
amount of the total distributions divided by the number of shares
as of March 31, 2003.

Note 2: One ADR represents 1/500 of common share; distribution for one ADR
is (2) the amount of distribution for one common share divided by
500

Note 3: the amounts described (2) and (3) may differ if outstanding
Warrants are exercised; details of the warrants are described in
prior 6-K filings.

2. Summary of Reduction
The following is the proposed schedule for the capital reduction:

The date of the board of directors` meeting June 20, 2003
The date of shareholders` meeting to consider
the resolution July 31, 2003
The record date for holders entitled to the
dividend August 18, 2003
The due date for opposition to be filed by
creditors September 8, 2003
Effective date September 9, 2003

Note: It is expected that distribution will be made on or after
September 30, 2003.


The following is the capital structure after the distribution of the cash in the capital reduction in accordance with the Japanese Commercial Code:

JAPAN GAAP (In thousand of yen)

Before the effective date After the effective
As of March 31,2003 date
Common stock JPY 8,062,325 JPY 566,685
Additional paid-in capital JPY 7,344,662 JPY 465,102
Retained earnings JPY 869,141 JPY 869,141
Total shareholders`equity JPY 16,276,128 JPY 1,900,928


3. Announcement of Hikari Tsushi, Inc.

The Company points out that Hikari Tsushin, its largest shareholder, made a public announcement in Japan by means of a Japanese language press release that it agrees with the Company`s proposed capital reduction.

4. Consideration of de-listing of ADRs from Nasdaq and termination of ADR

program

Crayfish also announced today that its board of directors is considering the de-listing of Crayfish`s ADRs from Nasdaq and the termination of its ADR program.

The Company listed American Depositary Share ("ADS" on the Nasdaq on March 8, 2000. At that time, the Company intended to expand its business to, among other countries, the United States. The economic environment in which the Company operates in general, and the Japanese economy in particular, has changed substantially since then. Moreover, the Company`s has changed its focus from expansion to maintaining its profitability. In that context, the Board of Directors is considering the advantages and disadvantages of maintaining its Nasdaq listing and its ADR deposit agreement with The Bank of New York. Factors that the board of directors is considering include the fact that the Company has no current plan to expand its business into the United States, the significant costs associated with maintaining its Nasdaq listing and its ADR program with The Bank of New York, the fact that as of March 31, 2003, only 4.64% of the Company`s outstanding shares are held by U.S. persons. The board of directors is also considering that possibility that de-listing from Nasdaq may further reduce trading liquidity and that terminating its ADR program may ultimately result in the termination of the registration of Crayfish` ADRs with the U.S. Securities and Exchange Commission. These actions, if taken after appropriate consideration, will not affect the continued listing of Crayfish`s share on the MOTHERS exchange in Tokyo.

FORWARD-LOOKING STATEMENTS

This release contains forward-looking statements based upon the Company`s current expectations, assumptions, estimates and projections about the Company`s business and industry in light of the information currently available to it. To the extent that statements in this release do not relate strictly to historical or current facts, they may constitute forward-looking statements. These statements discuss future expectations or state other forward-looking information. The Company`s actual actions or results may differ materially from those discussed in any forward-looking statement as a result of known and unknown risks, uncertainties and other factors. Important risks and factors that could cause the Company`s actual actions or results to differ materially from its expectations are generally discussed in the Company`s annual report on form 20-F and other filings with the U.S. Securities and Exchange Commission. Such risks and factors include, without limitation, the outcome of securities class action litigation against the Company and the possibility that the Company may terminate the listing of its ADRs on Nasdaq.

The Company undertakes no obligation to publicly update any forward- looking statement after the date of this release, but investors are advised to consult any further disclosures by the Company in our subsequent filings pursuant to the Securities Exchange Act of 1934.




--------------------------------------------------------------------------------
Source: Crayfish Co., Ltd.

[Reichman]

hallo goldenstock, sitze selber noch im boot und hab die frage auch schon mal vor 1 1/2 monaten gestellt. ich denke, daß wir abwarten sollten...hat sich ja auch ausgezahlt nicht an die ösis für 3$ zu verscherbeln.
gruß reichman