IRVINE, Calif., April 22 /PRNewswire-FirstCall/ -- California
Coastal Communities, Inc. (Nasdaq: CALC) announced today that it
has been informed that the NASDAQ Listing and Hearing Review
Council (the "Listing Council") has declined to call for review the
NASDAQ Hearings Panel's (the "Panel") prior determination to delist
the Company's common stock, which will result in the stock ceasing
to be traded on The NASDAQ Stock Market effective at the open of
trading on April 27, 2010. At
that time, the common stock will be eligible to trade
over-the-counter in the recently created OTCQB™ marketplace.
This new comprehensive over-the-counter market tier includes
the securities of over 768 SEC reporting companies and banks
formerly designated as Pink Sheets® stocks, in addition to the
3,050 securities that are currently quoted in both Pink OTC
Markets' electronic interdealer quotation system and FINRA's
OTCBB™. All securities in the new OTCQB tier are
displayed on www.otcmarkets.com with an icon reading, "OTCQB – U.S.
Registered." For more information on the OTC Market Tiers,
see:
http://www.otcmarkets.com/pink/otcguide/investors_market_tiers.jsp.
The Company was hopeful that the Listing Council would look
favorably upon the fact that the Company is in full compliance with
all applicable quantitative requirements for continued listing
requirements of The NASDAQ Global Market. In that regard, the
Panel's delisting decision was discretionary and appeared to be
based primarily on the Company's inability to emerge from its
voluntary Chapter 11 bankruptcy proceedings by April 26, 2010. The Company commenced the
Chapter 11 proceedings on October 27,
2009, in order to extend the maturity dates and change the
repayment schedules for its approximately $182 million of Brightwater credit facilities
debt in order to be able to repay the debt in full by June 30, 2014, based on currently expected home
sales during the next four years.
As previously reported, the Company received a delisting notice
from the NASDAQ Staff the day after commencing the Chapter 11
proceedings. The Company appealed the Staff's decision to the
Panel and, in December 2009, the
Panel granted the Company's request for continued listing on NASDAQ
until April 26, 2010, upon which date
the Company is presently required by the Panel's decision to have
emerged from the Chapter 11 process. However, events beyond
the Company's control such as the sale of loan positions by certain
syndicate members of the Brightwater credit facilities, including
KeyBank which was the agent for the lending syndicates, to new
parties have caused delays in the Chapter 11 process that make it
impossible for the Company to meet the April
26 NASDAQ deadline. The Company filed its plan of
reorganization on March 26, 2010, a
hearing on its disclosure statement is scheduled for May 12, 2010, and the Company is striving to exit
bankruptcy as expeditiously as possible. Therefore, the
Company requested that the Panel extend its deadline so that the
common stock would remain listed while the Company completes the
Chapter 11 process. When the Panel refused to grant any
further extension, the Company submitted the matter to the Listing
Council. However, the Listing Council elected not to exercise
its discretion to call the Company's matter for review or to grant
a stay of the Panel's delisting determination. As a result,
the Company's common stock is scheduled to be suspended from
trading effective at the open of the market on April 27, 2010.
The Company has filed an application with NASDAQ seeking the
relisting of its securities on The NASDAQ Stock Market following
the Company's emergence from the Chapter 11 process. In that
regard, all companies, whether listed on NASDAQ or not, are
required to satisfy the initial listing requirements upon emergence
from a Chapter 11 process to qualify for listing. While the
Company plans to take all necessary steps to ensure its compliance
with the applicable requirements, there can be no assurance as to
whether or when the Company's common stock will be relisted on
NASDAQ.
Finally, investors should be aware that trading of the Company's
common stock in the over-the-counter market rather than on NASDAQ
may negatively impact the trading price and the levels of
liquidity.
The Company is a residential land development and homebuilding
company operating in Southern
California. The Company's principal subsidiaries are
Hearthside Homes which is a homebuilding company, and Signal
Landmark which owns 105 acres on the Bolsa Chica mesa where sales
commenced in August 2007 at the
356-home Brightwater community. Hearthside Homes has
delivered over 2,300 homes to families throughout Southern California since its formation in
1994.
Safe Harbor Statement under the Private Securities Litigation
Reform Act of 1995
Certain of the foregoing information contains forward-looking
statements that relate to future events or the Company's future
financial performance. These statements involve known and
unknown risks, uncertainties and other factors which may cause the
Company's actual results, performance or achievements to be
materially different from any future results, performances or
achievements expressed or implied by the forward-looking
statements. In some cases, you can identify forward-looking
statements by terminology such as "may," "will," "should,"
"expects," "plans," "anticipates," "believes," "estimates,"
"predicts," "potential," "continue," or the negative of such terms
or other comparable terminology. These forward-looking
statements include, but are not limited to, statements about
potential stock quotation, liquidity and price volatility, the
Company's plans, objectives, goals, expectations and intentions,
the number and types of homes and number of acres of land that the
Company may develop and sell, the timing and outcomes of any such
development, the timing and outcomes of court proceedings, lender
negotiations, regulatory approval processes or administrative
proceedings, cash flows or sales, and other statements contained
herein that are not historical facts.
SOURCE California Coastal Communities, Inc.
