Niagara (NASDAQ:NIAG)
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Niagara Corporation Files to Deregister and Delist its Common
Stock
Expects to Trade on Pink Sheets
NEW YORK, April 28 /PRNewswire-FirstCall/ -- Niagara Corporation announced
today that it has filed a Form 15 with the Securities and Exchange Commission
to deregister its common stock under the Securities Exchange Act of 1934. The
Company expects that the termination of its registered company status will be
effective within 90 days. As a result of this filing, the Company's obligation
to file with the SEC certain reports and forms, including Forms 10-K, 10-Q and
8-K, was immediately suspended. The Company expects to realize significant
savings of both costs and time as a result of it being relieved of SEC periodic
reporting requirements, particularly in light of the substantial increases
necessitated by the Sarbanes-Oxley Act of 2002 and associated SEC and Nasdaq
rules.
Although Niagara's shares no longer will be quoted on the Nasdaq National
Market, it is expected that the Company's common stock will be quoted on the
Pink Sheets. The Pink Sheets is the leading provider of pricing and financial
information for the over-the-counter (OTC) securities markets. It is a
centralized quotation service that collects and publishes market maker quotes
in real time primarily through its website, http://www.pinksheets.com/, which
provides stock and bond price quotes, financial news and information about
securities traded.
Niagara will continue to hold annual stockholders meetings and intends to
provide its stockholders with quarterly financial information and annual
financial statements. Niagara also intends to update its stockholders with
information about the Company through mailings and/or postings on the Company's
web site at http://www.niag.com/.
In commenting on these developments, Michael Scharf, Chairman, President and
CEO of Niagara stated:
"After careful consideration, our Board of Directors unanimously decided
to take this action because it believes that the burdens associated with
operating as a registered public company currently outweigh any
advantages to the Company and its stockholders. Among the matters the
Board considered were the following:
* the costs, both direct and indirect, incurred by the Company each year
in connection with preparing and filing periodic reports with the SEC;
* the substantial increase and expected further substantial increase in
costs associated with remaining a registered public company in light of
the requirements of the Sarbanes-Oxley Act of 2002 and the related SEC
and Nasdaq rules;
* the benefits of permitting senior management of the Company to spend
less time on report preparation, which will allow them to devote full
attention and effort to the Company's operations; and
* the fact that Niagara does not regularly use its public stock to
consummate acquisitions and it has not, in the recent past, raised
capital in the public marketplace, nor does it plan to do so in the
future.
We believe that our stockholders are better served with the Company
deregistering at the present time, allowing management to focus all
resources on implementing the Company's business plan, in an effort to
enhance long-term stockholder value."
This release contains certain "forward-looking statements" made pursuant to the
"safe-harbor" provisions of the Private Securities Litigation Reform Act of
1995. These statements involve known and unknown risks, uncertainties and
other factors, many of which are beyond the control of the Company, which may
cause the Company's actual results to be materially different from those
expressed or implied by such statements. Such risks, uncertainties and other
factors include those described in the Company's filings with the Securities
and Exchange Commission. The forward-looking statements made herein are only
made as of the date of this release, and the Company undertakes no obligation
to publicly update such forward-looking statements to reflect subsequent events
or circumstances.
DATASOURCE: Niagara Corporation
CONTACT: Michael Scharf, CEO of the Niagara Corporation,
+1-212-317-1000
Web site: http://www.niag.com/
http://www.pinksheets.com/