National Home Health Care (NASDAQ:NHHC)
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From Dec 2019 to Dec 2024
National Home Health Care Corp. (NASDAQ National Market:NHHC), a
provider of home health care and staffing services in the Northeast,
today reported that on August 2, 2007, it received a NASDAQ staff
determination indicating that, because NHHC did not comply with
Marketplace Rules 4350(e) and 4350(g), which rules require that it hold
an annual shareholders meeting prior to July 31, 2007 for the fiscal
year ended July 31, 2006, distribute a proxy statement and solicit
proxies for that meeting, NHHC’s securities
are subject to delisting from The NASDAQ National Market at the opening
of business on August 13, 2007. NHHC intends to request a hearing before
a NASDAQ Listing Qualifications Panel to review the Staff’s
determination, which request will, in accordance with NASDAQ rules, stay
the delisting of NHHC’s securities until the
panel renders its decision and NHHC’s
securities will continue to be traded on the NASDAQ National Market in
the interim. There can be no assurance that the NASDAQ hearing panel
will grant NHHC’s request for continued
listing.
NHHC did not hold an annual shareholders meeting prior to July 31, 3007
because it anticipated that the merger contemplated by the previously
announced Agreement and Plan of Merger dated November 28, 2006 between
NHHC and affiliates of Angelo Gordon & Co. would, subject to the
satisfaction of certain closing conditions, occur prior to July 31,
2007. The merger transaction was delayed in part, however, due to NHHC’s
previously announced efforts to pursue certain potentially superior
transactions offered by Premier Home Health Care Services, Inc. and
amendments to the transaction with affiliates of Angelo Gordon & Co. to
enhance that transaction for the benefit of stockholders of NHHC. On
June 18, 2007, NHHC issued a press release announcing that, among other
things, its stockholders approved and adopted an amended merger
agreement dated as of June 4, 2007 with affiliates of Angelo Gordon &
Co. and that the merger transactions contemplated thereby are
anticipated to occur no later than September 10, 2007, subject to, among
other things, the satisfaction of certain closing conditions described
therein, principally New York State Department of Health approval. If
the merger with affiliates of Angelo Gordon & Co. does not occur, and
NHHC has no reason to believe it will not, NHHC plans to hold its annual
meeting of shareholders as promptly as practicable following such
determination.
Under the safe harbor provisions of the Private Securities Litigation
Reform Act of 1995, certain statements contained in this press release
regarding NHHC and/or NHHC management’s
intentions, hopes, beliefs, expectations or predictions of the future
are forward-looking statements. These forward-looking statements are not
historical facts and are only estimates or predictions. Actual results
may differ materially from those projected as a result of risks and
uncertainties detailed from time to time in NHHC’s
filings with the U.S. Securities and Exchange Commission. NHHC does not
intend, or undertake any obligation, to update publicly any
forward-looking statements, whether as a result of future events, new
information, or otherwise.