Hanover Capital Mortgage Holdings Announces NYSE Alternext Extension of Plan to Cure Non-Compliance With Certain Continued Listi
January 09 2009 - 11:25AM
PR Newswire (US)
EDISON, N.J., Jan. 9 /PRNewswire-FirstCall/ -- Hanover Capital
Mortgage Holdings, Inc. (NYSE Alternext: HCM) (the "Company" or
"HCM") announced today that on January 6, 2009, the NYSE Alternext
US LLC ("Exchange") notified the Company that it had granted the
Company a further extension until February 27, 2009 to regain
compliance with the continued listing standards of Section
1003(a)(iv) of the Exchange Company Guide. Previously, on April 8,
2008, the Company received notice from the Exchange Staff
indicating that the Company was below certain of the Exchange's
continued listing standards. Specifically, the notice provided that
the Company was not in compliance with (1) Section 1003(a)(i) of
the Exchange Company Guide due to stockholders' equity of less than
$2,000,000 and losses from continuing operations and net losses in
two out of its three most recent fiscal years, and (2) Section
1003(a)(iv) of the Exchange Company Guide in that the Company had
sustained losses which were so substantial in relation to overall
operations or its existing financial resources, or its financial
condition had become so impaired, that it appeared questionable, in
the opinion of the Exchange, as to whether the Company would be
able to continue operations and/or meet its obligations as they
mature. The Company had previously been granted an extension until
December 31, 2008 to regain compliance with the continued listing
standards of Section 1003(a)(iv) of the Exchange Company Guide and
until October 8, 2009 to regain compliance with the continued
listing standards of Section 1003(a)(i) of the Exchange Company
Guide. Based on available information including the Company's plan
to regain compliance (the "Plan"), as well as conversations between
Exchange Staff and representatives of HCM, the Exchange has
determined that, in accordance with Section 1009 of the Company
Guide, the Company made a reasonable demonstration of its ability
to regain compliance with Section 1003(a)(iv) of the Company Guide
by the end of the revised Plan period, which the Exchange has now
determined to be no later than February 27, 2009. The Company will
be subject to periodic review by Exchange Staff during the
extension period. Failure to make progress consistent with the Plan
and to achieve certain milestones, or to regain compliance with the
continued listing standards by the end of the extension period
could result in the Company's common stock being delisted from the
Exchange. Hanover Capital Mortgage Holdings, Inc. is a mortgage
REIT staffed by seasoned mortgage capital markets professionals.
HCM invests in prime mortgage loans and mortgage securities backed
by prime mortgage loans. For further information, visit HCM's Web
site at http://www.hanovercapitalholdings.com/. Certain statements
in this press release may constitute "forward-looking" within the
meaning of the safe harbor provisions of the Private Securities
Litigation Reform Act of 1995. Statements that are not historical
fact are forward-looking statements. Such forward-looking
statements involve known and unknown risks, uncertainties and other
important factors that could cause the actual results, performance
or achievements, to differ materially from future results,
performance or achievements. The forward-looking statements are
based on HCM's current belief, intentions and expectations. These
statements are not guarantees or indicative of future performance.
Important assumptions and other important factors that could cause
actual results to differ materially from those forward-looking
statements include, but are not limited to, those factors, risks
and uncertainties that are described in Item 1A of HCM's Annual
Report on Form 10-K for the year ended December 31, 2007 and in
other securities filings by HCM. HCM's future financial condition
and results of operations, as well as any forward-looking
statements, are subject to change and inherent risks and
uncertainties. The forward-looking statements contained in this
press release are made only as of the date hereof and HCM
undertakes no obligation to update or revise the information
contained in this announcement whether as a result of new
information, subsequent events or circumstances or otherwise,
unless otherwise required by law. HCM's Registration Statement on
Form S-4 has not yet become effective. The securities being
registered thereunder may not be sold nor may offers to buy be
accepted prior to the time the registration statement becomes
effective. This news release shall not constitute an offer to sell
or the solicitation of an offer to buy, nor shall there be any sale
of these securities in any state in which such offer, solicitation
or sale would be unlawful prior to registration or qualification
under the securities laws of any such state. No offering of
securities shall be made except by means of a prospectus meeting
the requirements of Section 10 of the Securities Act of 1933, as
amended. Additional Information and Where to Find It This
communication is being made in respect of the proposed merger
transaction involving JWH Holding Company and HCM. In connection
with the proposed merger and certain related transactions, HCM
filed a registration statement on Form S-4 containing a preliminary
proxy statement/prospectus with the SEC, and HCM will be filing
other documents regarding the proposed transaction with the SEC as
well. BEFORE MAKING ANY VOTING OR INVESTMENT DECISION, INVESTORS
ARE URGED TO READ THE FINAL PROXY STATEMENT/PROSPECTUS REGARDING
THE PROPOSED TRANSACTION AND ANY OTHER RELEVANT DOCUMENTS CAREFULLY
IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL
CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. The
final proxy statement/prospectus will be mailed to stockholders of
HCM and Walter Industries. Stockholders will be able to obtain a
free copy of the proxy statement/prospectus, as well as other
filings containing information about HCM and Walter Industries,
without charge, at the SEC's Internet site (http://www.sec.gov/).
Copies of the proxy statement/prospectus and the filings with the
SEC that will be incorporated by reference in the proxy
statement/prospectus can also be obtained, without charge, at HCM's
Web site (http://www.hanovercapitalholdings.com/). HCM and Walter
Industries and their respective directors and executive officers
and other persons may be deemed to be participants in the
solicitation of proxies in respect of the proposed merger and
related transactions. Information regarding HCM's directors and
executive officers is available in Hanover's proxy statement for
its 2008 annual meeting of stockholders and HCM's 2007 Annual
Report on Form 10-K, which were filed with the SEC on April 24,
2008, and April 2, 2008, respectively, and information regarding
Walter Industries' directors and executive officers is available in
Walter Industries' proxy statement for its 2008 annual meeting of
stockholders and Walter Industries' 2007 Annual Report on Form
10-K, which were filed with the SEC on March 19, 2008, and March 7,
2008, respectively. Other information regarding the participants in
the proxy solicitation and a description of their direct and
indirect interests, by security holdings or otherwise, is contained
in HCM's proxy statement/prospectus and other materials referred to
in HCM's proxy statement/prospectus. DATASOURCE: Hanover Capital
Mortgage Holdings, Inc. CONTACT: John Burchett, CEO, or Irma
Tavares, COO, or Harold McElraft, CFO, all of Hanover Capital
Mortgage Holdings, Inc., +1-732-593-1044 Web Site:
http://www.hanovercapitalholdings.com/
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