Internet-based consumer products and services provider United Online (NASDAQ: UNTD) announced today that the SEC declared the registration statement of floral delivery service FTD Companies' Form 10 effective, meaning FTD is now subject to the information and reporting requirements of the Securities Exchange Act of 1934, and will file periodic reports, proxy statements, and other required information with the SEC.
United is spinning off FTD in a tax-free distribution to shareholders on Nov. 1 at 12:01 a.m. ET to holders of record as of the close of business on Oct. 10. Under the terms of the separation previously announced, for every five shares of United Online stock that's held on the record date of the spinoff, the shareholder will receive one share of FTD's common stock.
United will also implement a 1-for-7 reverse stock split of shares of its own common stock immediately before the spinoff of FTD. It will become effective at 11:59 p.m. ET on Oct. 31. It previously offered the example that for every 35 shares of United Online common stock owned, the shareholder would hold seven shares of FTD stock and five shares of United Online stock immediately after the spinoff and reverse stock split are completed.
FTD does not expect to pay any cash dividends, but United Online anticipates paying a dividend of $0.15 per share in the fourth quarter of 2013, adjusted for the 1-for-7 reverse split. The board has also extended the company's previously approved $80 million stock-repurchase program through Dec. 31, 2014.
Following the spinoff, FTD will trade on the Nasdaq exchange under the symbol "FTD."
