May 27, 2022 is expected to be the last day the company’s stock will trade on the NYSE –

– Company shares to be canceled and shareholders receiving shares in the liquidation trust –

HOUSTON, May 10, 2022 /PRNewswire/ — Luby’s, Inc. (NYSE: LUB) (“Luby’s” or the “Company”) today announced that, pursuant to the Company’s previously approved liquidation and dissolution plan (the “Plan”) , its Board of Directors The directors (“Board”) have determined that the remaining assets and liabilities of the Company will be transferred to a Liquidation Trust on May 31, 2022. As part of the transfer of its assets to the Liquidation Trust, the Company will be dissolved. Consequently, May 27, 2022is expected to be the last day that the Company’s shares will trade on the NYSE.

On May 31, 2022, all outstanding shares of the Company will be canceled and all shareholders of the Company at such time will automatically receive a distribution of one unit of Liquidating Trust for each common share held by the shareholder. After distribution to shareholders of the Company, units of the Liquidating Trust shall not be transferable or assignable except by will, intestate succession or operation of law. Units of the Liquidating Trust will not be certified and will not be listed on any stock exchange or quoted on any quotation system or otherwise negotiable in public or private transactions.

The Liquidation Trust will seek to sell the remaining assets of the Company, settle all remaining liabilities and distribute the remaining cash to shareholders in one or more distributions as soon as practicable. However, there can be no assurance as to the likelihood, timing or price of any sale or sale of such remaining assets or the timing or amount of distributions.

For a discussion of the tax consequences of the transfer of the Company’s assets to the Liquidating Trust and the distribution of units of the Liquidating Trust to shareholders, please see “Material US Federal Income Tax Consequences of the Proposed Dissolution – US Federal Income Tax Consequences of a Trust of Liquidation” beginning on page 48 of the definitive proxy statement filed by the Company with the Securities and Exchange Commission on October 6, 2020under the Plan.

Shareholders are urged to consult their own investment and tax advisers to determine the particular consequences of the transfer of the assets of the Company to the Liquidating Trust and the distribution of units of the Liquidating Trust, including the applicability and effect of any regulations federal, state, local and foreign tax laws.

Forward-looking statements

This press release contains statements that are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements contained in this press release, other than statements of historical fact, are “forward-looking statements” for purposes of these provisions, including statements regarding asset sales, effects of the plan of liquidation and dissolution of the Company (the “Plan”), the expected value or proceeds attributable to the sale of assets, and the expected proceeds to be distributed to shareholders or the timing thereof. Luby’s cautions readers that a variety of factors could cause its actual financial and operating results to differ materially from those indicated by forward-looking statements made from time to time in press releases, reports, proxy statements, recording and other written communications, as well as oral statements made from time to time by representatives of Luby’s. The following factors, together with any other cautionary statements included in this press release, provide examples of risks, uncertainties and events that could cause Luby’s actual results to differ materially from the expectations Luby describes in these statements. prospective: general and economic activities conditions; the effects of the COVID19 pandemic; our operational initiatives; fluctuations in commodity costs, including beef, poultry, seafood, dairy, cheese and produce; increases in utility costs, including the costs of natural gas and other energy sources; changes in government regulations, including changes in minimum wages; the effects of inflation; adverse advertising relating to operations, including advertising regarding food quality, illness or other health issues, or labor relations; and other risks and uncertainties disclosed in Luby’s annual reports on Form 10-K and quarterly reports on Form 10-Q, including information regarding risks, uncertainties and other factors related to the plan, the expected net proceeds from the sale of assets, and the expected proceeds will be distributed to shareholders.

For more information, contact:
John Garilliinterim CEO
[email protected]

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SOURCE Luby’s, Inc.