SOURCE: Mattman Specialty Vehicles

December 07, 2006 16:15 ET

Mattman Announces Restructuring

SAN MARCOS, CA -- (MARKET WIRE) -- December 7, 2006 -- Mattman Specialty Vehicles, Inc. (PINKSHEETS: MMSV) (www.mattmanvehicles.com) today announced that its board of directors, senior secured creditor and shareholders holding over 66% of the Company's outstanding shares, by majority consent, have taken the following actions effective immediately:

The shareholders representing approximately 16 million of the common stock of MMSV have tendered back their shares to the treasury of the Company in return for 100% of the common stock of the Company's operating subsidiary, J.Mattman Security Inc ("J. Mattman"), thereby effectuating a spin-off of the operating subsidiary into such shareholders' and creditors' hands. It is contemplated that the shareholders of J. Mattman after the spin-off will recognize little to no economic benefit from this spin-off, since the senior creditor retains liens on all of the assets and common stock of J. Mattman, which is well in excess of the value of the J. Mattman net assets, thereby rendering the equity of J. Mattman worthless. Upon the potential foreclosure by such senior creditor, the shareholders of J. Mattman will most probably end up with little or no retained value.

After the spin-off described above, MMSV will revert to a clean trading publicly traded entity without assets or liabilities, since MMSV has been indemnified by the J. Mattman shareholders and the senior creditor against all operating liabilities of J. Mattman, where all liabilities were incurred.

The decision to effectuate the spin-off was made by the Company since it was deemed to be in the best interest of the remaining public shareholders of the Company to seek a merger candidate for MMSV in order to restore shareholders' value. The Board of Directors of MMSV has begun discussion with a viable operating entity which could be merged into the Company in the near future. However, there can be no assurance that a definitive agreement will be reached with such potential merger candidate.

The Company will inform all shareholders, if and when, a definitive agreement is reached for the Company to acquire this candidate in a reverse merger transaction. The Company does not contemplate that such merger or any other transaction will result in a reverse stock split of the Company's remaining outstanding stock.

FORWARD-LOOKING STATEMENTS:

Statements about Mattman's future expectations, including future revenues and earnings, and all other statements in this press release other than historical facts are "forward-looking statements" within the meaning of section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934, and as the term is defined in the Private Litigation Reform Act of 1995. Mattman's actual results could differ materially from expected results. Mattman undertakes no obligation to update forward-looking statements to reflect subsequently occurring events or circumstances. Should events occur which materially affect any comments made within this press release; Mattman will appropriately inform the public.

Contact Information

  • Mattman Specialty Vehicles, Inc.
    1004 Rancheros Drive
    San Marcos, CA 92069

    For more information on Mattman, please contact:
    Gerald Kieft or Ryan Audin
    Wall Street Resources, Inc.
    2646 SW Mapp Road, Suite 303
    Palm City, Florida 34990
    772-219-7525
    www.wallstreetresources.net