NORCROSS, Ga., Oct. 14 /PRNewswire-FirstCall/ -- Simtrol, Inc.
(OTC Bulletin Board: SMRL), an innovative developer of
enterprise-class software solutions that manage the extended
network of connected devices, today announced that it intends to
voluntarily deregister its common stock under the Securities and
Exchange Act of 1934 (the "Exchange Act") by filing a Form 15 with
the Securities and Exchange Commission (the "SEC") on or about
October 25, 2010.
Upon such filing, Simtrol's obligation to file certain reports
with the SEC, including annual, quarterly and current reports on
Forms 10-K, 10-Q and 8-K, respectively, will be immediately
suspended. Simtrol's common stock is eligible for deregistration
under the Exchange Act because it is held of record by fewer than
300 stockholders of record.
The deregistration of the common stock was approved by Simtrol's
Board of Directors after consultation with management and outside
counsel and deliberation regarding the advantages and disadvantages
of continuing SEC registration. The Board considered many factors
in making this decision, including the following:
- The high costs associated with preparing and filing periodic
reports and other filings with the SEC;
- the costs associated with complying with the Sarbanes-Oxley Act
of 2002;
- the limited trading volume of the common stock, as well as the
low trading values that the public markets are currently applying
to the common stock;
- the demands placed on management to comply with SEC reporting
obligations, which detract from time available for overseeing
Simtrol's operation and growth;
- the fact that many typical advantages of being a public company
are not currently available to Simtrol, including enhanced access
to capital and the ability to use equity securities to make
acquisitions; and
- the minimal liquidity, absence of analyst coverage and low
trading values for the common stock under reasonably foreseeable
market conditions.
"During these difficult economic times, it is essential that we
continue to control or eliminate costs - as we have been reminded
by our senior note holders. We believe that deregistration will
significantly outweigh the limited advantages for a company our
size of continuing as an SEC registered company," said Oliver M. Cooper, Chief Executive Officer of
Simtrol. "Furthermore, we believe that deregistration will allow us
to better focus on the day-to-day operations of our business,
thereby increasing our opportunity to deliver long-term shareholder
value," Mr. Cooper added.
Simtrol expects that the deregistration of its common stock and
warrants under the Exchange Act will become effective 90 days after
the date the Form 15 is filed with the SEC. As a result of
deregistration, Simtrol's common stock will not be eligible to
trade on the OTCBB. Although Simtrol expects that its common stock
will be quoted on the Pink Sheets after its deregistration, there
is no assurance that any brokerage firm will make a market in the
common stock to effectuate such quotation.
About Simtrol
Simtrol enables enterprises to manage an increasingly complex
world. Simtrol's flagship Device Manager™ software powers
enterprise-wide solutions that manage, control, maintain, and
diagnose non-traditional connected assets. For more
information about Simtrol, please visit www.simtrol.com.
This announcement may contain forward-looking statements
pursuant to the "safe-harbor" provisions of the Private Securities
Litigation Reform Act of 1995. These forward looking statements
involve risks and uncertainties such as product demand, market and
customer acceptance, the effect of economic conditions,
competition, pricing, development difficulties, foreign currency
risks, costs of capital, continued certification by credit card
associations, the ability to consummate and integrate acquisitions,
and other risks detailed in the Company's SEC filings, including
the most recently filed Form 10-Q or Form 10-K, as applicable. The
Company undertakes no obligation to revise any of these statements
to reflect future circumstances or the occurrence of unanticipated
events.
Device Manager is a trademark of Simtrol, Inc.
Contact-Investor
Relations
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Phone: 678-533-1292
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Email: simtrolir@simtrol.com
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SOURCE Simtrol, Inc.
Copyright . 14 PR Newswire