Origen Financial Announces Plans to Voluntarily Delist and Deregister Its Common Stock
December 09 2008 - 11:15AM
PR Newswire (US)
SOUTHFIELD, Mich., Dec. 9 /PRNewswire-FirstCall/ -- Origen
Financial, Inc. (NASDAQ:ORGN), a real estate investment trust that
manages residual interests in securitized manufactured housing loan
portfolios, today announced that it has notified the Nasdaq Stock
Market of its intent to voluntarily delist its common stock from
the Nasdaq Global Market, and that it intends to voluntarily
deregister its common stock under the Securities Exchange Act of
1934 and cease filing reports with the Securities and Exchange
Commission (the "SEC"). Origen has decided to voluntarily delist
and deregister its common stock because its shares are currently
held by less than 300 record holders and are thinly traded.
Delisting and deregistering will permit Origen to reduce expenses
associated with compliance efforts as well as listing fees,
professional fees and other administrative costs. Origen does not
believe the benefits of having its common stock listed and
registered outweigh the costs. In deciding to voluntarily delist
and deregister the common stock, Origen's Board of Directors
considered several factors, including the following: -- the trading
price of Origen's common stock; -- the fact that Origen's common
stock is very thinly traded; -- the limited number of holders of
and minimal liquidity for the common stock; -- the limited nature
of Origen's operations and the corresponding lack of an anticipated
need to raise additional capital in the short term; -- the costs,
both direct and indirect, associated with the preparation and
filing of Origen's periodic reports with the SEC; -- the
substantial increase in costs associated with being a public
company in light of regulations promulgated as a result of the
Sarbanes-Oxley Act of 2002; and -- the potential impact of the
deregistration and delisting on Origen's stockholders, creditors
and other key constituencies. Origen expects to file with the SEC a
Form 25 relating to the delisting of its common stock on December
19, 2008, with the delisting of its common stock to be effective
ten days thereafter on Monday, December 29, 2008. On the effective
date of the delisting, Origen plans to file a Form 15 to deregister
its common stock under Section 12 of the Securities Exchange Act of
1934. Origen is eligible to delist and deregister its common stock
because it has fewer than 300 record holders of its common stock.
Upon the filing of the Form 15, Origen will no longer be obligated
to file certain reports with the SEC, including Forms 10-K, 10-Q,
and 8K. Origen expects that the deregistration of its common stock
will become effective 90 days after the date of filing of the Form
15 with the SEC. Origen intends to continue reporting its unaudited
quarterly and audited annual financial results in press releases
and on its website, and to report to its shareholders in accordance
with Delaware law and Origen's bylaws. Origen anticipates that
following delisting its common stock will be quoted on the Pink
Sheets, a centralized electronic quotation service for
over-the-counter securities, so long as market makers demonstrate
an interest in trading in Origen's common stock. However, Origen
cannot guarantee that trading in its common stock will continue in
the Pink Sheets or in any other forum. Information about the Pink
Sheets can be accessed via the Internet at
http://www.pinksheets.com/. Forward-Looking Statements This press
release contains various "forward-looking statements" within the
meaning of the Securities Act of 1933 and the Securities Exchange
Act of 1934, and Origen intends that such forward-looking
statements will be subject to the safe harbors created thereby. The
words "will," "may," "could," "expect," "anticipate," "believes,"
"intends," "should," "plans," "estimates," "approximate" and
similar expressions identify these forward-looking statements.
These forward-looking statements reflect Origen's current views
with respect to future events and financial performance, but
involve known and unknown risks and uncertainties, both general and
specific to the matters discussed in this press release. These
risks and uncertainties may cause Origen's actual results to be
materially different from any future results expressed or implied
by such forward-looking statements. Such risks and uncertainties
include, among others, the foregoing assumptions and those risks
referenced under the headings entitled "Factors That May Affect
Future Results" or "Risk Factors" contained in Origen's filings
with the Securities and Exchange Commission. The forward-looking
statements contained in this press release speak only as of the
date hereof and Origen expressly disclaims any obligation to
provide public updates, revisions or amendments to any
forward-looking statements made herein to reflect changes in
Origen's expectations or future events. ORGN-G About Origen
Financial, Inc. Origen is an internally managed and internally
advised company that has elected to be taxed as a real estate
investment trust. Origen is based in Southfield, Michigan. For more
information about Origen, please visit
http://www.origenfinancial.com/. DATASOURCE: Origen Financial, Inc.
CONTACT: W. Anderson Geater, Chief Financial Officer of Origen
Financial, Inc., 1-866-4-ORIGEN; or Leslie Loyet of Financial
Relations Board, +1-312-640-6672, , for Origen Financial, Inc. Web
site: http://www.origenfinancial.com/
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