Attached files
EXHIBIT
99.1
(NYSE
Amex: GTA)
AT THE
COMPANY
Michael
C. Pearce
Chief
Executive Officer
(843)
720-1515
FOR IMMEDIATE
RELEASE
March
8, 2010
GOLF TRUST STOCKHOLDERS
APPROVE PERNIX MERGER
Renamed
Company To Trade On NYSE Amex Under Symbol "PTX"
CHARLESTON,
SC, March 8, 2010 -- Golf Trust of America, Inc. ("GTA") (NYSE Amex: GTA)
announced that GTA's stockholders voted to approve the four proposals that were
conditions to closing the previously-announced merger between GTA and
Pernix Therapeutics, Inc. (“Pernix”) at a Special Meeting of Stockholders held
earlier today. Holders of approximately 78.2% of Golf Trust outstanding common
shares voted in favor of the proposal to issue the merger shares, or 99.2% of
total shares voted. The combined company will be renamed Pernix
Therapeutics Holdings, Inc. We currently anticipate the merger will close
on March 9, 2010 and that trading will commence on the NYSE Amex under the
symbol "PTX" on March 10, 2010.
Additionally,
stockholders voted to approve an amendment to the Articles of Incorporation of
GTA to enable the board of directors to effect reverse stock splits without
stockholder approval to the full extent permitted by law. Holders of
approximately 78.1% of GTA's outstanding common shares voted in favor of the
amendment, or 99.1% of total shares voted. The board of directors has
subsequently authorized a reverse split of our common stock on the basis of one
GTA share for each two GTA shares outstanding prior to the reverse stock split,
and this action will become effective when the merger closes.
GTA
stockholders also voted to approve GTA's proposed 2009 Stock Incentive Plan.
Holders of approximately 70.9% of GTA's outstanding common shares voted in favor
of the proposal, or 89.9% of total shares voted.
As a
sufficient number of votes were cast in favor of the merger related proposals,
no further solicitation of proxies is required.
"We are
gratified by the overwhelming shareholder support for a GTA-Pernix union," said
Michael Pearce, Chief Executive Officer of GTA. "We believe that Pernix has a
bright future as a fast-growing specialty pharmaceutical company with a
debt-free balance sheet and attractive levels of historical
profitability."
Cooper
Collins, Chief Executive Officer of Pernix, added, "We are excited and confident
as we enter the realm of publicly-traded companies. We welcome the GTA
shareholders and look forward to introducing the Pernix track record of
execution and opportunity to the investor community, beginning with our
presentation to the 30th Annual Cowen and Company Health Care Conference at the
Boston Copley Marriott on Wednesday, March 10th."
About
Pernix Therapeutics, Inc.
Pernix
Therapeutics is a specialty pharmaceutical company primarily focused on serving
the needs of the pediatric marketplace. Commercially-proven branded product
families include Brovex, Aldex, Pediatex, ReZyst, QuinZyme and Z-Cof. The
company was originally founded in 1999 and is based in the Houston, TX
metropolitan area. Additional information is available on the
Pernix website at www.pernixtx.com.
About
GTA
Golf
Trust of America, Inc. was formerly a real estate investment trust. From May 22,
2001 to November 8, 2007, the Company was engaged in the liquidation of its
interests in golf courses in the United States pursuant to a plan of liquidation
approved by its stockholders. On November 8, 2007, the Company`s shareholders
voted to exit its plan of liquidation and move forward as a going concern.
Additional information, including an archive of all corporate press releases, is
available on the Company`s website at www.golftrust.com.
Cautionary
Notice Regarding Forward-Looking Statements
The Company wishes to caution
readers not to place undue reliance on any forward-looking statements, which
speak only as of the date made., including statements about the planned closing
of the merger and
future performance of the combined company after the merger closes. Although we are currently not aware
of any issues that could prevent closing the merger, no assurances can be given
regarding merger closing or the future performance of the combined
company. The
Company wishes to
advise readers that factors could affect the Company's
financial performance and could cause the Company's actual results for future
periods to differ materially from any opinions or statements expressed with
respect to future periods in any current statements.
The
Company does not undertake, and specifically declines any obligation, to
publicly release the result of any revisions which may be made to any
forward-looking statements to reflect events or circumstances after the date of
such statements or to reflect the occurrence of anticipated or unanticipated
events.