EMRISE Corporation under the provisions of a plan of liquidation and dissolution (the Plan) approved by its stockholders at a special meeting on June 25, 2015 (the Special Meeting), began the process of being dissolved as a legal entity on July 1, 2015, and no longer has any business activities or employees. Effective May 17, 2016, the Board only has one director, Frank P. Russomanno, who continues to serve as Executive Director.
On June 30, 2015, following the approval of its stockholders at the Special Meeting, EMRISE completed the sale of its Electronic Devices business unit in England to an affiliate of Data Device Corporation (DDC) headquartered in the United States, which constituted the sale of substantially all of the Company’s assets.
In connection with the Plan, the Company filed a Certificate of Dissolution with the Delaware Secretary of State on July 1, 2015. Upon filing the Certificate of Dissolution, EMRISE ceased its business activities, except as necessary, appropriate or desirable to effect a sale of its remaining assets, which included the sale of CXR Anderson-Jacobson S.A.S. based in France (CXR-AJ), its communications equipment business unit. In connection with the filing of the Certificate of Dissolution with the Delaware Secretary of State, the Company asked FINRA to cease the trading of EMRISE common stock as of the close of business on July 1, 2015.
Pursuant to the Plan EMRISE would distribute to its stockholders of record as of the close of business on July 7, 2015, in one or more distributions, certain net proceeds from the sales of both its Electronic Devices business unit and, if and when sold, CXR-AJ after deducting all costs and fees associated with those sales and all known, potential, or contingent taxes, debts, obligations, and liabilities of the Company.
On February18, 2016, EMRISE completed the sale of all of the issued and outstanding stock of its remaining business unit CXR-AJ to Carmine T. and Georgeann Oliva. Mr. Oliva is the former chairman and CEO of EMRISE Corporation and he was also the President of CXR-AJ.
For further information, please go to the Liquidating Distributions pages in the Investor Relations section of this website. Information can also be found in the Company’s related news releases, which are available on the Home page of this website and in its filings with the Securities and Exchange Commission, which, among other publically available locations, can be found in the Investor Relations section of this website on the SEC Filings pages.