News: Microelectronics
1 August 2024
Odyssey sets 19 August as final dissolution date
Odyssey Semiconductor Technologies Inc of Ithaca, NY, USA — which develops high-voltage vertical power switching components based on proprietary gallium nitride (GaN) processing technology — has updated the timelines for its plan to complete its dissolution and liquidation, as approved by stockholders at a special meeting on 3 June following the closing of the sale of substantially all of its asset to Power Integration Inc of San Jose, CA, USA (which provides high-voltage integrated circuits for energy-efficient power conversion) on 1 July. After completion of the relevant statutory and regulatory procedures, the firm also intends to declare a liquidating cash distribution, subject to payments of any claims and obligations.
As required by Rule 6490 of the Uniform Practice Code of the Financial Industry Regulatory Authority (FINRA), the firm will notify FINRA at least 10 days before the effective date of a corporate action.
Odyssey intends to set 19 August (or later, depending on FINRA completing processing of its corporate action) as the final record date for its dissolution, and intends to promptly notify FINRA within this week.
Odyssey will file the certificate of dissolution with the State of Delaware on the final record date. After processing of the corporate action by FINRA, the firm expects that FINRA will remove the quotation of its common stock on the OTC Expert Market. Odyssey will also close its stock transfer book, so the recording of transfers of its common stock will be discontinued. Thereafter, certificates representing shares will not be assignable or transferable on the firm’s books except by will, intestate succession or operation of law, and Odyssey will not issue any new stock certificates.
Immediately after the final record date, Odyssey will cease business operations and the board will follow the procedures set forth under Sections 280 and 281(a) of the Delaware General Corporation Law (DGCL) to complete the liquidation process. Under Delaware law, Odyssey will mail a notice of dissolution to known claimants and holders of contingent contractual claims of the company, if any, and publish in a major newspaper in Ithaca, NY, and New Castle County, Delaware, respectively, for two consecutive weeks, to provide notice to any other potential claimants to present any claims within a 60-day window, after which the firm shall have up to 90 days to accept or reject any claims received during the period. After all known and presented claims are properly accepted or rejected, the firm will pay such uncontested, fixed claims or obligations to such parties or as may be agreed upon between the company and the claimant, file an action in the Delaware Court of Chancery for the court to determine an amount of security that the Company shall be required to set aside for any potential claims that may arise.
Liquidating cash distribution
Following this process, Odyssey is required to wait a minimum of 150 days after the date of last rejection to initiate any distribution of a dividend to shareholders. To to the extent that any assets remain, the company then intends to declare a liquidating cash distribution.
As of 31 July, the firm has about $1,673,804 in its bank account, and has known liabilities and planned expenditures of about $150,000. It also has 14,600,881 shares of common stock issued and outstanding. Any distributions will be made solely to the stockholders of record at the close of business on the final record date, except as may be necessary to reflect subsequent transfers recorded on the firm’s books as a result of any assignments by will, intestate succession or operation of law.
Odyssey expects to distribute the liquidating cash distribution between March and June 2025.
Power Integrations to acquire vertical GaN power device firm Odyssey
