SOURCE: Jaclyn

May 20, 2008 09:44 ET

Jaclyn, Inc. Announces Deregistration Transaction

MAYWOOD, NJ--(Marketwire - May 20, 2008) - Jaclyn, Inc. (OTCQX: JCLY) announced today that on May 19, 2008 it completed a reverse stock split of the Company's issued and outstanding shares of common stock at a ratio of 1-for-250, followed immediately by a 250-for-1 forward stock split of the shares of common stock. The stock splits became effective in accordance with certificates of amendment to the Company's certificate of incorporation which were filed with the Secretary of State of Delaware. As a result, each stockholder holding fewer than 250 shares of common stock immediately prior to the effective time of the reverse stock split had such shares cancelled and converted into the right to receive $10.21, without interest, for each share of common stock held immediately prior to the effective time of the reverse stock split. The shares of common stock of each stockholder holding 250 or more shares of common stock immediately prior to the effective time of the reverse stock split remain unchanged after the stock splits. The Company's transfer agent will send a letter of transmittal to stockholders who are entitled to payment as a result of the reverse stock split with instructions for exchanging their stock certificates for the payment to which they are entitled.

Also as a result of the stock splits, based on information available to the Company, the number of record holders of the Company's common stock fell below 300. Accordingly, the Company has filed a Form 15 with the Securities and Exchange Commission to deregister its common stock under the Securities Exchange Act of 1934, as amended.

The Company's common stock was approved for listing on the OTCQX(SM) tier of Pink OTC Markets Inc. (formerly Pink Sheets LLC). Commencing today, the Company will be quoted on the OTCQX(SM) under the symbol JCLY.

Forward Looking Statements

Note: This press release may contain forward-looking statements that are being made pursuant to the Private Securities Litigation Reform Act of 1995, which provides a "safe harbor" for forward-looking statements to encourage companies to provide prospective information so long as those statements are accompanied by meaningful cautionary statements identifying important factors that could cause actual results to differ materially from those discussed in the statement. Our forward-looking statements are subject to a number of known and unknown risks and uncertainties that could cause actual results, performance or achievements to differ materially from those described or implied in the forward-looking statements, including, but not limited to, general economic and business conditions; competition in the accessories and apparel markets, potential changes in customer spending; acceptance of our product offerings and designs; the variability of consumer spending resulting from changes in domestic economic activity; any significant variations between actual amounts and the amounts estimated for those matters identified as our critical accounting estimates, as well as other significant accounting estimates made in the preparation of our financial statements; and the impact of hostilities in the Middle East and in other geographic areas, as well as other geopolitical concerns. Accordingly, actual results may differ materially from such forward-looking statements. Our forward-looking statements are based on our current expectations, assumptions, estimates and projections about the Company and involve significant risks and uncertainties. The Company assumes no obligation for updating any such forward-looking statements to reflect actual results, changes in assumptions or changes in other factors affecting such forward-looking statements.

Contact Information


  • Company Contact:
    Anthony Christon
    Chief Financial Officer
    Jaclyn, Inc.
    (201) 909-6000