Earl Scheib, Inc. Announces Final Results of Odd Lot Tender Offer
SHERMAN OAKS, Calif.--Sept. 27, 2005--Earl Scheib, Inc. (Pink Sheets:ESHB) announced today the final results of its tender offer of $4.25 per share for the purchase of all shares of Capital Stock held by stockholders of the Company owning 99 shares or less, as of the close of business on July 15, 2005. The offer expired at 5:00 p.m., New York City time, on Friday, September 23, 2005.Based on the final count by the depository for the odd lot tender offer, 1,539 shares were properly tendered. The Company has accepted for purchase and will promptly pay for all these shares at a purchase price of $4.25 per share. The shares were tendered by a total of 44 stockholders, 34 stockholders of record and 10 beneficial holders.
The depository for the tender offer, Continental Stock Transfer & Trust Co., will promptly pay for the shares accepted for purchase.
The Company terminated the registration of its Capital Stock under the Securities and Exchange Act of 1934, as amended ("Exchange Act") on April 7, 2005 and became a private, non-reporting company. After completion of this offer, the Company further reduces its number of record stockholders and lessens the chance of the Company resuming its status as a reporting company under the Exchange Act. However, the Company intends to provide certain financial information to its stockholders on a quarterly and an annual basis.
"Safe-Harbor" Statement Under the Private Securities Litigation Reform Act of 1995
Written statements made by the Company that are not historic in nature are "forward-looking statements" as defined under the Private Securities Litigation Reform Act of 1995, including statements made in this news release and in filings with the Securities and Exchange Commission. Generally, the words "believe," "expect," "hope," "intend," "estimate," "anticipate," "plan," "will," "project," and similar expressions identify forward-looking statements. All statements which address operating performance, events, developments or strategies that the Company expects or anticipates in the future are forward-looking statements. Forward-looking statements involve risks and uncertainties that could cause actual results or events to differ materially from the Company's past experience or current expectations. The risks and uncertainties that may impact forward-looking statements include the following: the outcome of the Company's tender offer and termination of registration under the Exchange Act, whether the Company will continue to remain a non-reporting company, uncertainty whether trading in the Company's Capital Stock will continue on the Pink Sheets or any other forum before or after the tender offer, whether the Company will realize significant savings from the termination of public reporting and successfully re-allocate management resources, and the other factors discussed in the Company's reports filed with the Securities and Exchange Commission. The Company undertakes no obligation to correct or update any forward-looking statements, whether as a result of new information, future events or otherwise.
About Earl Scheib, Inc.
Earl Scheib, Inc., founded in 1937, is a nationwide operator of 106 auto paint and body shops located in approximately 100 cities throughout the United States. In addition, through a wholly owned subsidiary, Earl Scheib, Inc. manufactures paint coating systems that are used not only by its paint and body shops, but are also sold to original equipment manufacturers. For more information, visit Earl Scheib on the web at www.earlscheib.com.