Wellco (AMEX:WLC)
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From Jun 2019 to Jun 2024
Wellco Enterprises, Inc. (AMEX: WLC) announces that on
May 18, 2006 the Company received a Warning Letter from the AMEX and
notice of failure to satisfy a continued listing standard (the
"Warning Letter"). The Company gave notice to the AMEX on May 15, 2006
that it is not in compliance with Section 121(B)(2)(a) of the AMEX
Company Guide (the "Company Guide") requiring that the Company have an
Audit Committee of at least three members. The Warning Letter states
that the AMEX has determined that the Company is not in compliance
with Section 121(B)(2)(a) of the Company Guide which states that each
issuer must have, and certify that it has and will continue to have,
an Audit Committee of at least three members. Specifically, William M.
Cousins, Jr. resigned as a member of the Board of Directors and Audit
Committee of the Company on May 11, 2006. Consequently, the Company's
Audit Committee is comprised of two members rather than the requisite
three. The AMEX has given the Company, based on representations the
Company has made that it will take prompt corrective action to resolve
these deficiencies, until November 30, 2006, to regain compliance with
the AMEX listing requirements. The AMEX has determined not to apply at
this time the continued listing evaluation and follow-up procedures
specified in Section 1009 of the Company Guide.
In response to the Warning Letter, and as represented in the
Company's notice to the AMEX on May 15, 2006, the Company intends to
seek the election of an independent member of the Board of Directors
who satisfies the independence standards specified in Section 121(A)
of the Company Guide and Rule 10A-3 under the Securities Exchange Act
at the Company's next annual shareholder's meeting (November, 2006),
if the vacancy is not sooner filed by the Board of Directors, and
appoint the additional independent member of the Board of Directors to
the Audit Committee to serve with the two remaining members. Until the
appointment of the additional independent member of the Board of
Directors to the Audit Committee, the Audit Committee of the Company
will consist of two members.
CAUTIONARY STATEMENT CONCERNING FORWARD-LOOKING INFORMATION
Statements throughout this report that are not historical facts
are forward-looking statements. These statements are based on current
expectations and beliefs, and involve numerous risks and
uncertainties. Many factors could affect the Company's actual results,
causing results to differ materially from those expressed in any such
forward-looking information.
These factors include, but are not limited to, the receipt of
contracts from the U.S. government and the performance thereunder;
the ability to control costs under fixed price contracts; the
cancellation of contracts; and other risks detailed from time to time
in the Company's Securities and Exchange Commission filings, including
Form 10-K for the year ended July 2, 2005. Those statements include,
but may not be limited to, all statements regarding intent, beliefs,
expectations, projections, forecasts, and plans of the Company and its
management. Actual results may differ materially from management
expectations. The Company assumes no obligation to update any
forward-looking statements.