The Mills Corporation Announces Update on Timing of Financial Statements and Status of Independent Investigation
October 30 2006 - 6:33PM
Business Wire
The Mills Corporation (NYSE:MLS) announced today that it now
expects to file its Form 10-K in three to four weeks. The Mills�
first, second and third quarter 2006 Form 10-Qs are expected to be
filed shortly after the 2005 Form 10-K is filed with the Securities
and Exchange Commission (�SEC�). In a Current Report on Form 8-K
filed with the SEC on September 15, 2006, The Mills reported that
it believed that it would file its 2005 Form 10-K on or about
October 31, 2006. This timing was dependent on, among other things,
completion of the restatement of prior years� financial statements,
the completion of the independent investigation being conducted by
the Audit Committee of the Board of Directors of The Mills, with
the assistance of Gibson, Dunn & Crutcher, LLP, the Audit
Committee�s independent counsel, and the completion of the audit of
The Mills� 2005 financial statements conducted by the Company�s
independent registered public accountants, Ernst & Young LLP.
Due in part to the complexity of the restatement, the number of
accounting adjustments and the number of years being restated, the
time required to complete the independent investigation, the status
of which is described below, and the time required by Ernst &
Young to complete its audit procedures, it has taken longer than
expected to finalize The Mills� 2005 Form 10-K. As disclosed in a
press release issued on February 23, 2006, the Audit Committee,
advised by independent counsel, has been conducting an
investigation (the �Investigation�) into various accounting issues,
including those issues reported in The Mills� Current Reports on
Form 8-K filed January 6, February 24, March 17, May 11 and August
10, 2006, and various other issues that were brought to the
attention of the Audit Committee and its independent counsel during
the course of the Investigation. The Investigation is now
essentially complete. The Audit Committee has received oral reports
from its independent counsel regarding the anticipated findings of
the Investigation. The Audit Committee and its independent counsel
also have kept the Company�s Board of Directors, Ernst & Young,
and the staff of the SEC, Division of Enforcement, apprised
regarding the anticipated findings of the Investigation. The Audit
Committee and its independent counsel, subject to the
identification by the Company or Ernst & Young of any
additional issue prior to the filing of the Company�s financial
statements for the year ended December 31, 2005 and the Company�s
restated financial statements for certain prior years, expect to
complete the Investigation by mid-November 2006. About The Mills
Corporation The Mills Corporation, based in Chevy Chase, MD, is a
developer, owner and manager of a diversified global portfolio of
retail destinations, including regional shopping malls and
market-dominant retail and entertainment centers. It currently owns
39 properties in the United States totaling approximately 48
million square feet. In addition, The Mills has various projects in
development, redevelopment or under construction. The Mills is
traded on the New York Stock Exchange under the ticker: MLS. For
more information, visit the Company�s website at www.themills.com.
Statements in this press release that are not historical,
including, among other things, as to the expected filing dates of
The Mills� 2005 Form 10-K and its Form 10-Qs for the first three
quarters of 2006, may be deemed forward-looking statements within
the meaning of the federal securities laws. Although The Mills
believes the expectations reflected in any forward-looking
statements are based on reasonable assumptions, The Mills� can give
no assurance that its expectations will be attained and it is
possible that The Mills actual circumstances and results may differ
materially from those indicated by these forward-looking statements
due to a variety of risks and uncertainties, including the length
of time needed for The Mills to complete its 2005 financial
statements, its 2005 Form 10-K and its Form 10-Qs for the first
three quarters of 2006 and Ernst & Young to complete its
procedures for any reason including the detection of new errors or
adjustments. The Mills undertakes no obligation to publicly update
or revise any forward-looking statements, whether as a result of
new information, future events or otherwise. The reader is directed
to The Mills� various filings with the SEC, including quarterly
reports on Form 10-Q, reports on Form 8-K and its annual reports on
Form 10-K for a discussion of such risks and uncertainties. The
Mills Corporation (NYSE:MLS) announced today that it now expects to
file its Form 10-K in three to four weeks. The Mills' first, second
and third quarter 2006 Form 10-Qs are expected to be filed shortly
after the 2005 Form 10-K is filed with the Securities and Exchange
Commission ("SEC"). In a Current Report on Form 8-K filed with the
SEC on September 15, 2006, The Mills reported that it believed that
it would file its 2005 Form 10-K on or about October 31, 2006. This
timing was dependent on, among other things, completion of the
restatement of prior years' financial statements, the completion of
the independent investigation being conducted by the Audit
Committee of the Board of Directors of The Mills, with the
assistance of Gibson, Dunn & Crutcher, LLP, the Audit
Committee's independent counsel, and the completion of the audit of
The Mills' 2005 financial statements conducted by the Company's
independent registered public accountants, Ernst & Young LLP.
Due in part to the complexity of the restatement, the number of
accounting adjustments and the number of years being restated, the
time required to complete the independent investigation, the status
of which is described below, and the time required by Ernst &
Young to complete its audit procedures, it has taken longer than
expected to finalize The Mills' 2005 Form 10-K. As disclosed in a
press release issued on February 23, 2006, the Audit Committee,
advised by independent counsel, has been conducting an
investigation (the "Investigation") into various accounting issues,
including those issues reported in The Mills' Current Reports on
Form 8-K filed January 6, February 24, March 17, May 11 and August
10, 2006, and various other issues that were brought to the
attention of the Audit Committee and its independent counsel during
the course of the Investigation. The Investigation is now
essentially complete. The Audit Committee has received oral reports
from its independent counsel regarding the anticipated findings of
the Investigation. The Audit Committee and its independent counsel
also have kept the Company's Board of Directors, Ernst & Young,
and the staff of the SEC, Division of Enforcement, apprised
regarding the anticipated findings of the Investigation. The Audit
Committee and its independent counsel, subject to the
identification by the Company or Ernst & Young of any
additional issue prior to the filing of the Company's financial
statements for the year ended December 31, 2005 and the Company's
restated financial statements for certain prior years, expect to
complete the Investigation by mid-November 2006. About The Mills
Corporation The Mills Corporation, based in Chevy Chase, MD, is a
developer, owner and manager of a diversified global portfolio of
retail destinations, including regional shopping malls and
market-dominant retail and entertainment centers. It currently owns
39 properties in the United States totaling approximately 48
million square feet. In addition, The Mills has various projects in
development, redevelopment or under construction. The Mills is
traded on the New York Stock Exchange under the ticker: MLS. For
more information, visit the Company's website at www.themills.com.
Statements in this press release that are not historical,
including, among other things, as to the expected filing dates of
The Mills' 2005 Form 10-K and its Form 10-Qs for the first three
quarters of 2006, may be deemed forward-looking statements within
the meaning of the federal securities laws. Although The Mills
believes the expectations reflected in any forward-looking
statements are based on reasonable assumptions, The Mills' can give
no assurance that its expectations will be attained and it is
possible that The Mills actual circumstances and results may differ
materially from those indicated by these forward-looking statements
due to a variety of risks and uncertainties, including the length
of time needed for The Mills to complete its 2005 financial
statements, its 2005 Form 10-K and its Form 10-Qs for the first
three quarters of 2006 and Ernst & Young to complete its
procedures for any reason including the detection of new errors or
adjustments. The Mills undertakes no obligation to publicly update
or revise any forward-looking statements, whether as a result of
new information, future events or otherwise. The reader is directed
to The Mills' various filings with the SEC, including quarterly
reports on Form 10-Q, reports on Form 8-K and its annual reports on
Form 10-K for a discussion of such risks and uncertainties.
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