SECAUCUS, N.J. -
SYMS Corp (PINK SHEETS: SYMZ), a leading off-price retailer, today
announced that it is reregistering its common stock with the SEC.
Moreover, although the Company believes that its listing on the Pink
Sheets provided more than enough liquidity for the Company
’s
shareholders, it will apply to list its shares on the NASDAQ.
In order to avoid the financial and administrative burdens associated
with being a SEC reporting company, including those imposed by the
Sarbanes-Oxley Act of 2002, the Company had previously filed the
necessary papers to deregister its shares with the SEC and they had
ceased trading on the New York Stock Exchange. The Company’s
Board of Directors made the decision to deregister and delist only after
multiple meetings of both the Board and a special committee of directors
and with the assistance of its independent financial and legal advisors.
The Board firmly believes that its decision was the right one for the
Company, because it would have resulted in substantial cost savings. It
is unfortunate, however, that since the Board announced its decision, a
small number of hedge fund investors have taken it upon themselves to
wage an aggressive campaign to persuade shareholders to register small
numbers of their shares in the names of multiple holders, thereby making
it highly likely that the Company would be required under SEC rules to
reregister its shares. Moreover, these same investors brought what the
Company believes is a frivolous lawsuit attacking the Board's business
judgment in authorizing the deregistration and delisting.
Although the Company is confident that its Board's business judgment
would have been fully vindicated by the Court, in light of the campaign
referred to above, the Company believes that the costs and expenses
associated with continuing the litigation can no longer be justified.
Marcy Syms, the Chief Executive Officer of Syms Corp., stated, “We
know our decision to deregister was the right decision for our Company
and its shareholders. The Board engaged in a thoughtful and deliberate
process and, with the assistance of its advisors, concluded that we
could generate substantial savings while at the same time providing
necessary liquidity to shareholders. Regrettably, some shareholders
disagreed, sued, and mounted a concerted campaign to force the
reregistration of our shares. We chose to deregister to save money. We
are reregistering for the same reason. We have no intention of wasting
further time and money on litigation. We are eager to get on with
running the Company and serving our customers. As always, we will
continue to look for opportunities to enhance value for all Syms
shareholders.”
About SYMS
Syms Corp currently operates a chain of thirty-three "off-price" apparel
stores located throughout the Northeastern and Middle Atlantic regions
and in the Midwest, Southeast and Southwest. Each Syms store offers a
broad range of first quality, in-season merchandise bearing nationally
recognized designer and brand-name labels.
Forward-Looking Statements
Certain information in this press release includes forward-looking
statements (as such term is defined in the private securities litigation
reform act of 1995) and information relating to the company that are
based on the beliefs of the management of the company, as well as
assumptions made by and information currently available to the
management of the company. When used in this press release, the words
"anticipate", "believe", "estimate", "expect", "intend", "plan" and
similar expressions as they relate to the company, identify
forward-looking statements. Such statements reflect the current views of
the company with respect to future events, the outcome of which is
subject to certain risks, including, among others, general economic and
market conditions, decreased consumer demand for the company's product,
possible disruptions in the company's computer or telephone systems,
possible work stoppages, or increase in labor costs, effects of
competition, possible disruptions or delays in the opening of new stores
or inability to obtain suitable sites for new stores, higher than
anticipated store closings or relocation costs, higher interest rates,
unanticipated increases in merchandise or occupancy costs and other
factors which may be outside the company's control. Should one or more
of these risks or uncertainties materialize, or should underlying
assumptions prove incorrect, actual results or outcomes may vary
materially from those described herein as anticipated, believed,
estimated, expected, intended or planned. Subsequent written and oral
forward-looking statements attributable to the company or persons acting
on its behalf are expressly qualified in their entirety by the
cautionary statements in this paragraph.
Joele Frank, Wilkinson Brimmer Katcher
Judith Wilkinson / Eric
Brielmann
212-355-4449
