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Ever-Glory International Group, Inc. (the "Company" or "Ever-Glory") (NASDAQ:EVK), a retailer of branded fashion apparel and a leading global apparel supply chain solution provider, today filed a preliminary proxy statement to solicit votes for, among other proposals, the proposed termination of the registration of the Company's common stock under Section 12(g) of the Securities Exchange Act of 1934, as amended (the "Exchange Act") and the suspension of the Company's duty to file periodic reports and other information with the SEC under Section 15(d) of the Exchange Act. The Board of Directors deems it in the best interest of the Company and its shareholders to "go dark" which could save the Company approximately half a million each year in connection with our Exchange Act obligations, allow management and our employees to focus more of their attention on our business operations, and remove some of the negative publicity from our retail customers and business partners in China we recently encountered as a U.S. listed company.
In order to give the public stockholders an exit simultaneously with the go-dark, the Company announced today that its Board of Directors has authorized a stock repurchase program pursuant to which the Company may repurchase up to $3.5 million of the Company's outstanding common stock, which should end on the earlier of (i) the date that the aggregate value of the repurchased shares of common stock reaches $3.5 million; (ii) the date when the registration of the Company's common stock is terminated under Section 12(g) of the Exchange Act; or (iii) the date when the Company's duty to file periodic reports and other information with the SEC is suspended under Section 15(d) thereunder.
Under the stock repurchase program, the Company may purchase shares of its common stock from time to time through various means, including open market transactions and privately negotiated transactions. Open market repurchases will be made in accordance with applicable securities laws and regulations, including Rule 10b-18 under the Exchange Act, and may be effected pursuant to Rule 10b5-1 under the Exchange Act. The manner, timing and amount of any stock repurchases will be determined by the Company's management in its discretion based on its evaluation of various factors, including the trading price of the Company's common stock, market and economic conditions, regulatory requirements and other corporate considerations. The repurchase program may be suspended or discontinued at any time.
Posted In: EVK
