Hanover Capital Mortgage Holdings Announces NYSE Alternext Further Extension of Plan to Cure Non-Compliance With Certain Continu
February 26 2009 - 11:15AM
PR Newswire (US)
EDISON, N.J., Feb. 26 /PRNewswire-FirstCall/ -- Hanover Capital
Mortgage Holdings, Inc. (NYSE Alternext: HCM) (the "Company" or
"HCM") announced today that on February 24, 2009, the NYSE
Alternext US LLC ("Exchange") notified the Company that it had
granted the Company a further extension until June 30, 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
February 27, 2009 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 June 30, 2009. HCM's Registration
Statement on Form S-4, including the proxy statement/prospectus
filed with the Securities and Exchange Commission relating to the
planned merger of Walter Investment Management LLC, a wholly-owned
subsidiary of Walter Industries, Inc. and HCM, was declared
effective on February 18, 2009 by the Securities and Exchange
Commission. In connection with the planned merger, HCM has
established a record date of February 17, 2009, and will hold a
special meeting of shareholders on April 15, 2009 to approve the
merger and certain other transactions described in the proxy
statement/prospectus. Pending approval by HCM's shareholders and
the satisfaction of certain other conditions, the merger is
expected to be completed in the second quarter 2009. No vote of
Walter Industries shareholders is required. 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/. Additional
Information and Where to Find It In connection with the proposed
spin-off of the Financing business of Walter Industries, Inc.
through its wholly-owned subsidiary, Walter Investment Management
LLC, and the proposed merger of Walter Investment Management LLC
with Hanover Capital Mortgage Holdings, Inc. and certain related
transactions, Hanover Capital Mortgage Holdings, Inc. filed a
registration statement with the SEC on Form S-4, as amended,
containing a proxy statement/prospectus (Registration No.
333-155091), and Hanover Capital Mortgage Holdings, Inc. 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 is being mailed to
stockholders of Hanover Capital Mortgage Holdings, Inc. and Walter
Industries, Inc. Stockholders will be able to obtain a free copy of
the proxy statement/prospectus, as well as other filings containing
information about Hanover Capital Mortgage Holdings, Inc. and
Walter Industries, Inc., without charge, at the SEC's Internet site
(http://www.sec.gov/). Copies of the proxy statement/prospectus and
the other filings with the SEC that will be incorporated by
reference in the proxy statement/prospectus can also be obtained,
without charge, at Hanover Capital Mortgage Holdings, Inc.'s Web
site (http://www.hanovercapitalholdings.com/). Walter Industries
and Hanover 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 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, and information regarding Hanover's directors and
executive officers is available in Hanover's proxy statement for
its 2008 annual meeting of stockholders and Hanover's 2007 Annual
Report on Form 10-K, which were filed with the SEC on April 24,
2008, and April 2, 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 Hanover's proxy statement/prospectus and
other materials referred to in Hanover's proxy
statement/prospectus. Safe Harbor Statement Except for historical
information contained herein, the statements in this release are
forward-looking and made pursuant to the safe harbor provisions of
the Private Securities Litigation Reform Act of 1995.
Forward-looking statements, including expressions such as
"believe," "anticipate," "expect," "estimate," "intend," "may,"
"will," and similar expressions involve known and unknown risks,
uncertainties, and other factors that may cause Walter Industries'
or Hanover's actual results in future periods to differ materially
from the expectations expressed or implied by such forward-looking
statements. These factors include, among others, the following: the
market demand for Walter Industries' and Hanover's products as well
as changes in costs and the availability of raw material, labor,
equipment and transportation; changes in weather and geologic
conditions; changes in extraction costs, pricing and assumptions
and projections concerning reserves in Walter Industries' mining
operations; changes in customer orders; pricing actions by Walter
Industries' and Hanover's competitors, customers, suppliers and
contractors; changes in governmental policies and laws; further
changes in the mortgage-backed capital markets; changes in general
economic conditions; and the successful implementation and
anticipated timing of any strategic actions and objectives that may
be pursued, including the announced separation of the Financing
business from Walter Industries. In particular, the separation of
Walter Industries' Financing business is subject to a number of
closing conditions which may be outside of Walter Industries'
control. Forward-looking statements made by Walter Industries in
this release, or elsewhere, speak only as of the date on which the
statements were made. Any forward-looking statements should be
considered in context with the various disclosures made by Walter
Industries and Hanover about our respective businesses, including
the Risk Factors described in Walter Industries' 2007 Annual Report
on Form 10-K, the Risk Factors described in Hanover's 2007 Annual
Report on Form 10-K, and each of Walter Industries' and Hanover's
other filings with the Securities and Exchange Commission. Neither
Walter Industries nor Hanover undertakes any obligation to update
its forward-looking statements as of any future date. 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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