On November 12, 2009, the Board of Directors of the Company approved a plan to reduce the number of shareholders of the Company as part of a process to permit the Company to terminate operating as a “reporting company” under the Securities Exchange Act of 1934 because of the disproportionate expense in remaining a “public company,” compared with any benefits the Company receives as a result thereof. The Board of Directors unanimously ratified the decision of the Special Committee of the Board of Directors to engage in a reverse stock split of one share for each 500 shares of the Company’s common stock presently issued and outstanding, with a cash payment of $0.068 per pre-split share to those shareholders who own of record or beneficially fewer than 500 pre-split shares of the Company’s common stock. This process is expected to reduce the number of record shareholders in the Company to less than 300. On December 4, 2009, the Company filed a Preliminary Information Statement with the Securities and Exchange Commission. A final Information Statement will be sent to all shareholders. No proxies are being solicited in connection with this transaction since shareholders holding in excess of 70.8% of the issued and outstanding common stock of the Company have voted in favor of the reverse stock split.
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