Community Investors Bancorp, Inc. Announces Special Stockholders Meeting to Approve Reverse Stock Split
17 Maggio 2005 - 3:49PM
PR Newswire (US)
Community Investors Bancorp, Inc. Announces Special Stockholders
Meeting to Approve Reverse Stock Split BUCYRUS, Ohio, May 17
/PRNewswire-FirstCall/ -- Community Investors Bancorp, Inc. (the
"Company") (NASDAQ:CIBI), announced today that its board of
directors has unanimously approved a 1-to-225 reverse stock split
of the Company's common stock as part of a "going private"
transaction. At a special meeting of stockholders scheduled to be
held in July 2005, stockholders will be asked to approve the
reverse stock split by authorizing an amendment to the Company's
Certificate of Incorporation. If the amendment receives stockholder
approval, the Board intends to effect the split immediately
thereafter. In commenting on the proposal, Phil Gerber, the
Company's President and Chief Executive Officer, stated that "As a
result of the stock split, the Company expects to have fewer than
300 record holders of its common stock, which would permit the
Company to terminate the registration of its common stock with the
Securities and Exchange Commission ("SEC") under the Securities
Exchange Act of 1934. The Company intends to apply for such
termination as soon as practicable after effecting the split, and
thereafter its common stock no longer will be traded on the Nasdaq
SmallCap Market System." The Board carefully considered the merits
of the going private transaction and concluded that it was in the
best interest of the Company and its stockholders. The Board
recognized that generally there are certain advantages to public
company status including investment liquidity for stockholders,
easier access to capital, the option to use company stock as
capital in an acquisition and an enhanced corporate image. However,
the Board weighed those benefits against accounting, legal and
other costs of being a public company. It also considered that,
because the Company's stock does not actively trade, many of the
benefits of being a public company are not available to the
Company. Recent legislation, most notably the Sarbanes-Oxley Act of
2002 ("Sarbanes-Oxley") and regulations adopted by the SEC and
Nasdaq in furtherance of the purposes of Sarbanes-Oxley, have
greatly increased the costs associated with being a public company.
Mr. Gerber noted that "Compliance with those new provisions results
in substantially higher legal and accounting costs and requires
that significantly greater amounts of management's time be devoted
to regulatory matters." However, he said that "As a private
company, the Company will not have to comply with most of the
requirements of Sarbanes-Oxley, file reports with the SEC or comply
with the corporate governance rules and onerous disclosure
requirements of the SEC and Nasdaq." As a result, management can
focus on long-term goals and values, rather than each quarter's
financial results and the attendant market reaction. The savings
realized by the Company will be invested in the business. The Board
believes that the Company will have a better opportunity to
increase stockholder value if management is allowed to focus its
attention and resources on implementing the Company's business plan
and long-term strategy. At March 31, 2005, Community Investors
Bancorp, Inc. reported total assets of $122.8 million, total
liabilities of $109.8 million, including total deposits of $83.5
million and total stockholders' equity of $13.0 million. First
Federal Community Bank of Bucyrus has served the Bucyrus and
Crawford County area since 1888. The Company currently has four
office locations plus a free-standing ATM facility in Crawford
County. DATASOURCE: Community Investors Bancorp, Inc. CONTACT:
Phillip W. Gerber, President and Chief Executive Officer of
Community Investors Bancorp, Inc., +1-419-562-7055 Web site:
http://www.bucyrusfirstfederal.com/
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