United Capital Corp. (NYSE Amex: AFP) today announced that its Board of Directors has approved the voluntarily delisting of its common stock from the NYSE Amex, and the voluntarily deregistration of its common stock under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and will cease filing reports with the Securities and Exchange Commission (the "SEC").
United Capital 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. The Company’s Board of Directors authorized the delisting and deregistration of the Company’s common stock after concluding that the consequences of remaining an SEC-reporting company, including the significant costs associated with regulatory compliance, outweighed the current benefits of public company status to the Company and its stockholders. The Company’s Board of Directors believes that the expense reductions inherent in delisting and deregistering its shares will benefit the Company and its stockholders, and ultimately will serve to maximize the value of the Company.
In deciding to voluntarily delist and deregister the common stock, United Capital’s Board of Directors considered several factors, including the following:
- the trading price of United Capital’s common stock;
- the fact that United Capital’s common stock is very thinly traded;
- the limited number of holders of its common stock;
- the minimal liquidity for its common stock;
- the 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 United Capital’s periodic reports with the SEC; and
- the potential impact of the deregistration and delisting on United Capital’s stockholders, creditors and other key constituencies.
The Company 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 the Company’s common stock. The Company can provide no assurance that trading in its stock will continue in the Pink Sheets or in any other forum.