Message #16 From:
NewsBot Date: March 23, 2007 10:14:00 AM
MMRK News Mile Marker International, Inc. Announces Securities De-Registration
POMPANO BEACH, Fla.--(BUSINESS WIRE)--Mile Marker International, Inc. (OTCBB:MMRK) (“the Company”), a specialty vehicle parts distributor and manufacturer, today announced that it has filed a Form 15 with the U.S. Securities and Exchange Commission to voluntarily terminate the registration of its common stock under Section 12(g) of the Securities Exchange Act of 1934 and to suspend its obligation to file reports under Sections 13(a) and 15(d) of the Exchange Act.
The Company currently has only 154 shareholders of record, and is eligible under SEC rules to terminate the registration of its common stock and suspend its reporting obligations because it has fewer than 300 shareholders of record. Current SEC rules do not count individual beneficial shareholders whose shares are in street name with brokers as shareholders of record. The Company’s decision to become non-reporting was made by the Company’s Board of Directors after careful consideration of the advantages and disadvantages of continuing to be a reporting company following the decrease in the number of its shareholders of record.
The Company’s Section 12(g) de-registration of its common stock will become effective 90 days after filing Form 15 with the SEC. The Company’s obligation to file reports under the Securities Exchange Act, including Forms 10-KSB, 10-QSB and 8-K will immediately be suspended, and future reports will not be available through the SEC’s EDGAR reporting system. Following de-registration, the Company intends to continue to hold annual shareholder meetings, provide annual reports to its shareholders and to voluntarily make periodic financial information and other periodic communications available to its shareholders.
As a result of de-registering with the SEC, the Company expects that its common stock will no longer be eligible for listing on the OTC Bulletin Board. However, the Company anticipates that its shares will continue to be quoted on the Pink Sheets Electronic Quotation Service to the extent that broker-dealers commit to continue to make a market in the Company’s stock. To facilitate such listing, the Company intends to post its periodic financial statements and other key company information on the Company’s portion of the Pink Sheets Electronic Quotation Service under the symbol MMRK.PK. However, the Company can provide no assurance that any broker-dealer will make a market in the Company’s stock, which is a requirement for Pink Sheet trading.
Richard Aho, President and CEO of Mile Marker International, Inc., said: “While our Company has been a reporting company since 1993, increasingly the costs of being a reporting public company have outweighed the benefits, particularly the increasingly onerous requirements of complex and changing SEC regulations and the Section 404 requirements of Sarbanes-Oxley legislation. Even with the changes recently announced for delayed compliance with Section 404 by smaller companies until December 31, 2007, our small company faced the prospects of more than doubling our auditing expenses this year if we continued as a reporting company. Last year, our audit-related costs were approximately $120,000 compared to our net income of $108,173. Additionally, we have been at a serious competitive disadvantage relative to our non-public competitors, which have had access to details of our Company’s markets, operations and finances while we have not had access to similar information for our competitors. We also believe that this change will better facilitate the exploration of our various strategic options for enhancing our shareholder value without the burdens of a reporting public company. As a non-reporting company, we expect to have more flexibility in continuing to expand our core commercial business and pursuing various strategic opportunities.”
The Company’s Board of Directors believes that while the liquidity for the Company’s stock may be reduced and the price of its stock may decrease in the near term, the accounting, legal and administrative savings associated with de-registration, both in terms of cost and in time, are in the best interests of the shareholders. For the Company’s size and the current thinly-traded nature of its stock, the Board believes that the financial and strategic burden is disproportionate to the benefits of maintaining its registered status. The Company expects that management will be able to better focus its attention and resources on improving its operations, pursuing its strategic objectives and enhancing its shareholder value. The Company intends to continue its practice of purchasing its own common shares pursuant to its previously announced repurchase program since its management believes such purchases to be in the best interests of its remaining shareholders.
Mile Marker International, Inc., through its wholly-owned subsidiaries, Mile Marker, Inc., Mile Marker West, Inc., and Mile Marker Automotive Electronics (ShenZhen), Ltd., is a manufacturer and distributor of specialized vehicle parts primarily for the four-wheel drive utility/recreational and military vehicle markets. The Company’s unique patented hydraulic winch has received overwhelming acceptance by the U.S. military for installation on new and retrofitted Humvees.
Forward Looking Statements
Included in this release are certain “forward-looking” statements, involving risks and uncertainties, which are covered by the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, including statements regarding the Company’s financial performance. Such statements are based on management’s current expectations and are subject to certain factors, risks and uncertainties that may cause actual results, events and performance to differ materially from those referred to or implied by such statements. In addition, actual future results may differ materially from those anticipated, depending on a variety of factors, sales and earnings growth, ability to attract and retain key personnel and general economic conditions, including uncertainties relating to global political conditions, such as terrorism. Information with respect to important risk factors that should be considered is contained in the Company’s Annual Report on Form 10-KSB and its Form 10-QSB as filed with the U.S. Securities and Exchange Commission. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. The Company does not intend to update any of the forward–looking statements after the date of this release to conform these statements to actual results or to changes in its expectations, except as may be required by law.
