Mills (NYSE:MLS)
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The Mills Corporation (NYSE:MLS) announced today that it now expects to
file its Form 10-K in three to four weeks. The Mills’
first, second and third quarter 2006 Form 10-Qs are expected to be filed
shortly after the 2005 Form 10-K is filed with the Securities and
Exchange Commission (“SEC”).
In a Current Report on Form 8-K filed with the SEC on September 15,
2006, The Mills reported that it believed that it would file its 2005
Form 10-K on or about October 31, 2006. This timing was dependent on,
among other things, completion of the restatement of prior years’
financial statements, the completion of the independent investigation
being conducted by the Audit Committee of the Board of Directors of The
Mills, with the assistance of Gibson, Dunn & Crutcher, LLP, the Audit
Committee’s independent counsel, and the
completion of the audit of The Mills’ 2005
financial statements conducted by the Company’s
independent registered public accountants, Ernst & Young LLP.
Due in part to the complexity of the restatement, the number of
accounting adjustments and the number of years being restated, the time
required to complete the independent investigation, the status of which
is described below, and the time required by Ernst & Young to complete
its audit procedures, it has taken longer than expected to finalize The
Mills’ 2005 Form 10-K.
As disclosed in a press release issued on February 23, 2006, the Audit
Committee, advised by independent counsel, has been conducting an
investigation (the “Investigation”)
into various accounting issues, including those issues reported in The
Mills’ Current Reports on Form 8-K filed
January 6, February 24, March 17, May 11 and August 10, 2006, and
various other issues that were brought to the attention of the Audit
Committee and its independent counsel during the course of the
Investigation. The Investigation is now essentially complete.
The Audit Committee has received oral reports from its independent
counsel regarding the anticipated findings of the Investigation. The
Audit Committee and its independent counsel also have kept the Company’s
Board of Directors, Ernst & Young, and the staff of the SEC, Division of
Enforcement, apprised regarding the anticipated findings of the
Investigation. The Audit Committee and its independent counsel, subject
to the identification by the Company or Ernst & Young of any additional
issue prior to the filing of the Company’s
financial statements for the year ended December 31, 2005 and the Company’s
restated financial statements for certain prior years, expect to
complete the Investigation by mid-November 2006.
About The Mills Corporation
The Mills Corporation, based in Chevy Chase, MD, is a developer, owner
and manager of a diversified global portfolio of retail destinations,
including regional shopping malls and market-dominant retail and
entertainment centers. It currently owns 39 properties in the United
States totaling approximately 48 million square feet. In addition, The
Mills has various projects in development, redevelopment or under
construction. The Mills is traded on the New York Stock Exchange under
the ticker: MLS. For more information, visit the Company’s
website at www.themills.com.
Statements in this press release that are not historical, including,
among other things, as to the expected filing dates of The Mills’
2005 Form 10-K and its Form 10-Qs for the first three quarters of 2006,
may be deemed forward-looking statements within the meaning of the
federal securities laws. Although The Mills believes the expectations
reflected in any forward-looking statements are based on reasonable
assumptions, The Mills’ can give no assurance
that its expectations will be attained and it is possible that The Mills
actual circumstances and results may differ materially from those
indicated by these forward-looking statements due to a variety of risks
and uncertainties, including the length of time needed for The Mills to
complete its 2005 financial statements, its 2005 Form 10-K and its Form
10-Qs for the first three quarters of 2006 and Ernst & Young to complete
its procedures for any reason including the detection of new errors or
adjustments. The Mills undertakes no obligation to publicly update or
revise any forward-looking statements, whether as a result of new
information, future events or otherwise. The reader is directed to The
Mills’ various filings with the SEC,
including quarterly reports on Form 10-Q, reports on Form 8-K and its
annual reports on Form 10-K for a discussion of such risks and
uncertainties.
The Mills Corporation (NYSE:MLS) announced today that it now
expects to file its Form 10-K in three to four weeks. The Mills'
first, second and third quarter 2006 Form 10-Qs are expected to be
filed shortly after the 2005 Form 10-K is filed with the Securities
and Exchange Commission ("SEC").
In a Current Report on Form 8-K filed with the SEC on September
15, 2006, The Mills reported that it believed that it would file its
2005 Form 10-K on or about October 31, 2006. This timing was dependent
on, among other things, completion of the restatement of prior years'
financial statements, the completion of the independent investigation
being conducted by the Audit Committee of the Board of Directors of
The Mills, with the assistance of Gibson, Dunn & Crutcher, LLP, the
Audit Committee's independent counsel, and the completion of the audit
of The Mills' 2005 financial statements conducted by the Company's
independent registered public accountants, Ernst & Young LLP.
Due in part to the complexity of the restatement, the number of
accounting adjustments and the number of years being restated, the
time required to complete the independent investigation, the status of
which is described below, and the time required by Ernst & Young to
complete its audit procedures, it has taken longer than expected to
finalize The Mills' 2005 Form 10-K.
As disclosed in a press release issued on February 23, 2006, the
Audit Committee, advised by independent counsel, has been conducting
an investigation (the "Investigation") into various accounting issues,
including those issues reported in The Mills' Current Reports on Form
8-K filed January 6, February 24, March 17, May 11 and August 10,
2006, and various other issues that were brought to the attention of
the Audit Committee and its independent counsel during the course of
the Investigation. The Investigation is now essentially complete.
The Audit Committee has received oral reports from its independent
counsel regarding the anticipated findings of the Investigation. The
Audit Committee and its independent counsel also have kept the
Company's Board of Directors, Ernst & Young, and the staff of the SEC,
Division of Enforcement, apprised regarding the anticipated findings
of the Investigation. The Audit Committee and its independent counsel,
subject to the identification by the Company or Ernst & Young of any
additional issue prior to the filing of the Company's financial
statements for the year ended December 31, 2005 and the Company's
restated financial statements for certain prior years, expect to
complete the Investigation by mid-November 2006.
About The Mills Corporation
The Mills Corporation, based in Chevy Chase, MD, is a developer,
owner and manager of a diversified global portfolio of retail
destinations, including regional shopping malls and market-dominant
retail and entertainment centers. It currently owns 39 properties in
the United States totaling approximately 48 million square feet. In
addition, The Mills has various projects in development, redevelopment
or under construction. The Mills is traded on the New York Stock
Exchange under the ticker: MLS. For more information, visit the
Company's website at www.themills.com.
Statements in this press release that are not historical,
including, among other things, as to the expected filing dates of The
Mills' 2005 Form 10-K and its Form 10-Qs for the first three quarters
of 2006, may be deemed forward-looking statements within the meaning
of the federal securities laws. Although The Mills believes the
expectations reflected in any forward-looking statements are based on
reasonable assumptions, The Mills' can give no assurance that its
expectations will be attained and it is possible that The Mills actual
circumstances and results may differ materially from those indicated
by these forward-looking statements due to a variety of risks and
uncertainties, including the length of time needed for The Mills to
complete its 2005 financial statements, its 2005 Form 10-K and its
Form 10-Qs for the first three quarters of 2006 and Ernst & Young to
complete its procedures for any reason including the detection of new
errors or adjustments. The Mills undertakes no obligation to publicly
update or revise any forward-looking statements, whether as a result
of new information, future events or otherwise. The reader is directed
to The Mills' various filings with the SEC, including quarterly
reports on Form 10-Q, reports on Form 8-K and its annual reports on
Form 10-K for a discussion of such risks and uncertainties.