Strategic Move Intended to Enhance Market Price of Common Stock and
Ability to Meet Nasdaq Listing Requirements
WASHINGTON & RESTON, Va.--(BUSINESS WIRE)--
Comstock Holding Companies, Inc. (NASDAQ:CHCI) today announced that its
Board of Directors authorized a reverse stock split and that it will
seek approval of shareholders to execute the reverse split at the
Company's annual shareholder meeting, to be held on June 17, 2015.
The Company's decision to seek shareholder approval of the reverse stock
split is for the primary purpose of increasing the market price of our
common stock to enhance Comstock's ability to meet the continued listing
requirements of The NASDAQ Capital Market and to make our common shares
more attractive to a broader range of institutional and other investors.
On March 18, 2015, the Company's Board of Directors authorized the
reverse stock split in advance of the Company's recent receipt of a
letter from Nasdaq notifying the Company that the minimum bid price per
share for its common stock was below $1.00 for a period of 30
consecutive business days and therefore the Company did not currently
meet the minimum bid price requirement set forth in Nasdaq Listing Rule
5550(a)(2). The notification has no immediate effect on the listing of
Comstock's shares of Class A common stock on Nasdaq because Nasdaq rules
provide a grace period of 180 calendar days to regain compliance with
the minimum closing price requirement.
If at any time during the 180-day grace period, the minimum closing bid
price per share of the Company's Class A common stock closes at or above
$1.00 for a period of ten consecutive business days, the Company will
regain compliance and the matter will be closed. If the Company fails to
regain compliance after the 180-day grace period and any available
extension thereof, its Class A common stock would be subject to
delisting by Nasdaq.
The Company will present the reverse stock split to its shareholders at
the Company's annual meeting of stockholders on June 17, 2015. The
Company's Preliminary Proxy Statement, filed with the Securities and
Exchange Commission on April 17, 2015, contains additional details
regarding the rationale and the ratio of the reverse stock split. The
Company believes that if effected, the reverse stock split will have the
effect of increasing the price of its Class A common stock and that it
will thereafter regain compliance with Nasdaq's minimum bid price
requirement.
About Comstock Holding Companies, Inc.
Comstock is a multi-faceted real estate development and services company
that builds a wide range of housing products under its Comstock Homes
brand through its wholly owned subsidiary, Comstock Homes of Washington,
LC, and provides a variety of capital markets advisory and real estate
asset related services through its wholly owned subsidiary, Comstock
Real Estate Services, LC. Comstock's extensive real estate development
experience positions Comstock Real Estate Services, LC to provide a
unique brand of experience based capital markets advisory and real
estate asset management services to clients nationwide. Comstock Holding
Companies, Inc. is a publicly traded company, trading on NASDAQ under
the symbol CHCI. For more information about Comstock, please visit: www.comstockhomes.com.
Cautionary Statement Regarding Forward-Looking Statements
This release contains "forward-looking" statements that are made
pursuant to the Safe Harbor provisions of the Private Securities
Litigation Reform Act of 1995. Forward-looking statements include, but
are not limited to, statements that express the Company's intentions,
expectations, strategies, predictions and other statements related to
future activities, events or conditions. These statements are based on
current expectations and projections about the Company which are based
in part on assumptions made by management. Such assumptions involve
known and unknown risks and uncertainties that may cause actual future
results to differ materially from those projected or contemplated in the
forward-looking statements, including the standards and policies of
Nasdaq, fluctuations in the Company's general financial and operating
results, changes in the capital markets and general economic conditions.
. Additional information concerning these and other important risks and
uncertainties can be found under the heading "Risk Factors" in the
Company's most recent Form 10-K, as filed with the Securities and
Exchange Commission. Comstock specifically disclaims any obligation to
update or revise any forward-looking statements, whether as a result of
new information, future developments or otherwise.
Company:
Comstock Holding Companies, Inc.
Joe Squeri,
703-230-1229
Chief Financial Officer
or
Investor
Relations:
LHA
Harriet Fried, 212-838-3777
hfried@lhai.com
Source: Comstock Holding Companies, Inc.
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