Fusion Notifies NYSE Amex of Its Intention to Voluntarily Delist From the Exchange
May 29 2009 - 2:47PM
PR Newswire (US)
NEW YORK, May 29 /PRNewswire-FirstCall/ -- Fusion (NYSE Amex: FSN)
today announced that it has notified the NYSE Amex Exchange of its
intention to voluntarily withdraw its securities from listing on
the NYSE Amex Exchange and to de-register from Section 12(b) of the
Exchange Act. The Company intends to file a notification on Form 25
with the Securities and Exchange Commission after ten days pursuant
to Rule 12d2-2 of the Securities Exchange Act of 1934. It is
expected that the delisting will become effective ten days
following the filing of the Form 25, and that Section 12(b)
deregistration will become effective 90 days after filing. The
Exchange had previously notified the Company of its intent to
delist the Company's securities due to non-compliance with Sections
1003(a)(i), (a)(ii), (a)(iii), a(iv) and 1003(f)(v) of the Company
Guide. However, the decision of an appeals panel who heard the
Company's appeal of the Exchange's notice stayed delisting, subject
to the Company's timely achievement of certain milestones
established by the panel. Notwithstanding the Company's intention
to delist from the NYSE Amex Exchange and to de-register from
Section 12(b) of the Exchange Act, the Company intends to continue
to file periodic reports (e.g., 10-K, 10-Q, 8-K) under the Exchange
Act. The Company decided to withdraw its securities from listing on
the Exchange and to de-register from Section 12(b) of the Exchange
Act for the following reasons: a) The costs to the Company to
remain listed on the Exchange have become overly burdensome given
the Company's mandate to achieve profitability through the
continued reduction of expenses other than those required to manage
and grow its core business. b) While the Company was committed to
achieving the Panel's milestones for continued listing on the
Exchange, and has made substantial progress in meeting the Panel's
requirements, the Company has determined that it must focus its
resources on its initiatives to reach profitability, and in so
doing may not be able to achieve all of the Panel's milestones
within the required timeframe. c) The Panel has indicated that it
would not consider an extension of time in which to achieve the
milestones. d) In the absence of a listing on a national securities
exchange, the Company does not qualify for continued registration
under Section 12(b) of the Exchange Act. The Company has applied to
FINRA for its securities to be quoted on the Over the Counter
Bulletin Board and its application is currently pending. The
Company looks forward to listing of its securities on the OTCBB;
however, there is no assurance that its listing application will be
approved. The Company anticipates that following delisting from the
NYSE Amex, its securities will trade in over the counter markets
without interruption. Commenting on the voluntary action, Matthew
Rosen, Chief Executive Officer, said, "We believe that our decision
will result in significant cost savings and is part of our ongoing
commitment to reduce expenses as we work toward achieving
profitability. The Company is dedicated to maintaining complete
transparency in all aspects of the business and will continue to
file SEC reports so that shareholders will be fully informed.
Further, the Company intends to maintain an independent Board of
Directors and independent Audit, Compensation and Nominating
Committees to ensure appropriate corporate governance. Fusion is
firmly focused on building its core business and looks forward to
improved results in the months ahead." About Fusion: Fusion is a
new breed of communications carrier, dedicated to providing a full
range of advanced, IP-based voice and data solutions to corporate
and carrier customers worldwide. The Company provides hosted IP-PBX
applications, SIP trunking services, voice traffic termination,
private networks, Internet access and a full suite of enhanced
features and services. For more information, please go to
http://www.fusiontel.com/ Statements in this Press Release that are
not purely historical facts, including statements regarding
Fusion's beliefs, expectations, intentions or strategies for the
future, may be "forward-looking statements" under the Private
Securities Litigation Reform Act of 1995. All forward-looking
statements involve a number of risks and uncertainties that could
cause actual results to differ materially from the plans,
intentions and expectations reflected in or suggested by the
forward-looking statements. Such risks and uncertainties include,
among others, introduction of products in a timely fashion, market
acceptance of new products, cost increases, fluctuations in and
obsolescence of inventory, price and product competition,
availability of labor and materials, development of new third-party
products and techniques that render Fusion's products obsolete,
delays in obtaining regulatory approvals, potential product recalls
and litigation. Risk factors, cautionary statements and other
conditions which could cause Fusion's actual results to differ from
management's current expectations are contained in Fusion's filings
with the Securities and Exchange Commission and available through
http://www.sec.gov/. (Logo:
http://www.newscom.com/cgi-bin/prnh/20050705/NYTU073LOGO ) FUSION
Philip Turits, Treasurer CONTACT: 212-201-2407 Damon Testaverde,
Managing Director Network 1 Financial Securities 732-758-0991
http://www.newscom.com/cgi-bin/prnh/20050705/NYTU073LOGO
http://photoarchive.ap.org/ DATASOURCE: Fusion CONTACT: Philip
Turits, Treasurer of Fusion, +1-212-201-2407, ; or Damon
Testaverde, Managing Director of Network 1 Financial Securities,
+1-732-758-0991, Web Site: http://www.fusiontel.com/
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