CIB Marine Bancshares Announces Plans to Deregister Common Stock
May 22 2012 - 4:42PM
Marketwired
Bank holding company CIB Marine Bancshares, Inc. (OTCQB: CIBH)
(PINKSHEETS: CIBH) announced today that its Board of Directors has
approved the filing of a Form 15 with the Securities and Exchange
Commission (the "SEC") to voluntarily deregister CIB Marine's
common shares under the Securities and Exchange Act of 1934 (the
"Exchange Act"), pursuant to the provisions of the Jumpstart Our
Business Startups Act (the "JOBS Act"). CIB Marine intends to file
the Form 15 with the SEC on or about May 24, 2012, and expects that
it will become effective 90 days after filing.
The JOBS Act, which was signed into law on April 5, 2012, raises
the threshold requiring banks and bank holding companies to
register with the SEC under the Exchange Act to 2,000 record
holders, and also increases the threshold under which banks and
bank holding companies are permitted to deregister from the
Exchange Act from 300 record shareholders to 1,200 record
shareholders. CIB Marine currently has less than 1,200 common stock
shareholders of record and, therefore, qualifies for
deregistration.
The decision of the Company's Board of Directors to deregister
came after careful consideration of the advantages and
disadvantages of being an SEC registered company, including the
disproportionately large costs of preparing and filing periodic
reports with the SEC; the substantial audit, legal and other costs
and expenses associated with such filings; and the additional
demands placed on management and Company personnel to comply with
reporting requirements. Both management and the Board of Directors
expect the transition to be in the best interest of CIB Marine's
shareholders.
"The action taken by the Board today furthers our continuing
efforts to reduce costs, improve profitability and increase long
term shareholder value," said Charles J. Ponicki, President &
CEO of CIB Marine. "We anticipate significant annual cost savings,
which will directly benefit CIB Marine's earnings and regulatory
capital."
Mr. John Hickey, Chairman of the Board of Directors of CIB
Marine, added, "Our shareholders will continue to have access to
company performance information on our website, in quarterly
letters to our shareholders, and via our publicly available bank
regulatory reports. In addition, deregistering our shares will free
senior management to dedicate more time and resources to focus on
developing customer relationships and continued improvement to bank
performance."
CIB Marine's stock is currently quoted at the OTCQB market tier
on the OTC Market. While CIB Marine's deregistration does not
disqualify our shares from being quoted at the OTCQB market tier,
CIB Marine can provide no assurance that its common shares will
continue to be quoted at the OTCQB market tier.
CIB Marine intends to continue to file quarterly financial
reports with its banking regulators, be audited annually and issue
shareholder letters.
CIB Marine Bancshares, Inc. is the holding company for CIBM
Bank, which operates 13 banking offices in Central Illinois,
Wisconsin and Indiana. More information on the company is available
at www.cibmarine.com.
This statement contains forward-looking information pertaining
to financial results that are based on preliminary data and are
subject to risks and uncertainties. Actual results could differ
materially from those indicated by such information. Information
regarding risk factors and other cautionary information is
available in Item 1A of CIB Marine's Annual Report on Form 10-K for
the period ended December 31, 2011 (filed March 23, 2012), and in
other SEC filings subsequent to December 31, 2011.
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