WOODBRIDGE, NJ – December 3, 2015 – EMRISE CORPORATION (formerly traded on OTCQB under the symbol EMRI) (“EMRISE” or the “Company”), today announced that the initial distribution of $0.75 per share to its stockholders of record as the close of business on July 1, 2015, was initiated on December 1, 2015, as previously announced on November 16, 2015. The initial distribution was made in connection with the Company’s previously announced voluntary Plan of Dissolution (the “Plan”) that was approved by its stockholders at a special meeting of stockholders held on June 25, 2015.
Steps and Timing of the Initial Distribution to Stockholders
On December 1, 2015, EMRISE authorized its paying agent, VStock Transfer, LLC (“Paying Agent”), to release the funds for the distribution of $0.75 per share to its stockholders of record as of the close of business on July 1, 2015. The steps and timing of the initial distribution to EMRISE stockholders are described below:
For stockholders who have the certificates for their shares of EMRISE common stock in their possession, a check for the initial distribution of $0.75 per share held by each stockholder was mailed on December 2, 2105, to the stockholder’s latest mailing address on file with the Company’s Paying Agent.
For stockholders whose shares of EMRISE common stock are held in “Street Name” at a brokerage firm that is a DTC (Depository Trust Corporation) participant, the aggregate amount of funds required for the initial distribution was sent to DTC on December 2, 2015. Sufficient funds were then wire transferred to each of the participant brokerage firms involved for the deposit of $0.75 per share into the brokerage account(s) of each of their clients who hold shares of EMRISE common stock in their accounts. This process could take up to three business days to complete.
The Company also noted that due a printing error, EMRISE was incorrectly spelled on the checks mailed to its stockholders; however, the checks will be honored by the Company’s bank.
FOR A DETAILED DESCRIPTION OF THE PLAN AND THE MATTERS RELATING TO IT, STOCKHOLDERS ARE ENCOURAGED TO READ CAREFULLY THE COMPANY’S NEWS RELEASE DATED JUNE 30, 2015, ITS FORM 8K FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JULY 1, 2015, ITS NEWS RELEASE DATED NOVEMBER 16, 2015, AND THE PROXY STATEMENT IT MAILED TO STOCKHOLDERS BEGINNING MAY 11, 2015.
Forward Looking Statements
Certain statements in this press release and oral statements made from time to time by representatives of EMRISE regarding the Transaction and the dissolution and liquidation of the Company, the liabilities of EMRISE, the net proceeds anticipated to be available for distribution to the Company’s stockholders, the distribution of funds to stockholders and other matters, all of which are based on information currently available to the Company’s management as well as management’s assumptions and beliefs, are forward-looking statements (“forward-looking statements”) within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. For this purpose, any such statements that are not statements of historical fact may be deemed to be forward-looking statements. Forward-looking statements include, without limitation, statements regarding the Company’s expectations, beliefs, or intentions that are signified by terminology such as “subject to,” “believes,” “anticipates,” “plans,” “expects,” “intends,” “estimates,” “may,” “will,” “should,” “can,” the negatives thereof, variations thereon and similar expressions. Such forward-looking statements reflect the Company’s current views with respect to future events, based on what the Company believes are reasonable assumptions; however, such statements are subject to certain risks and uncertainties. Certain of these risks and uncertainties are described in greater detail in EMRISE’s filings with the Securities and Exchange Commission. The Company disclaims any intention or obligation to update or review any forward-looking statements or information, whether as a result of new information, future events or otherwise. The Company undertakes no obligation to comment on analyses, expectations or statements made by third-parties in respect of the Company, or the Company’s dissolution and related transactions pursuant to the Plan.
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Rene Caron (investors)