Struthers Industries to Appeal Order to Transfer Stock to J.P. Carey; Says Delivery of the Shares as ``Unlegended Free Trading'' Would Violate Securities Laws
September 30, 1997 03:07 PM
LOS ANGELES--(BUSINESS WIRE)--Sept. 30, 1997--Struthers Industries, Inc. SIIS said today that it is appealing an order by the United States District Court for the Northern District of Georgia that it deliver to J.P. Carey Enterprises 4,675,000 shares of common stock of Struthers Industries, Inc., and that its SEC counsel has advised it that the delivery of the shares as ordered by the court ``unlegended free trading shares without any transfer restrictions'' would be in violation of U.S. Securities Law.
Raoul L. Carroll, Struthers Chairman, said, ``The 4,675,000 shares are owned by the Company's largest shareholder and are restricted under Rule 144, and thus, under United States Securities Laws, are not subject to transfer or sale in the United States unless they meet certain exceptions outlined in the Securities Laws.''
Mr. Carroll said that if the shares were registered the process could take a minimum of 60 days and might take 90 days or more.
Separately, Struthers said it was considering legal action against J.P. Carey for faxing and otherwise distributing copies of the court order to holders of Struthers debentures and shares without informing recipients that the court order was subject to appeal.
Mr. Carroll stated that the substantive discussions on the recapitalization of the company continue.
``We are optimistic that we will soon complete negotiations which will allow us to take the steps we need to move forward with a business plan which will position us as the leaders in the advanced utility automation business,'' he said.
Struthers Industries, through its acquisition of WINCOM Corp., is a telecommunications company concentrating in advanced utility automation and data services utilizing IVDS (Interactive Video and Data Services) wireless technology.
The statements and concepts presented here are based on the company's current beliefs and expectations, but are forward-looking and subject to certain contingencies, including market demand and competition and regulatory approval.
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