Gouverneur Bancorp, Inc. Announces Completion Of Reverse/Forward Split Transaction and Quotation on OTC Bulletin Board
GOUVERNEUR, N.Y., Oct. 6 /PRNewswire-FirstCall/ -- Gouverneur Bancorp,
Inc. (OTC Bulletin Board: GOVB) (the "Company"), today announced that it
has completed its previously announced reverse 1-for-100 stock split and
forward 100-for-1 stock split and that its common stock began quotation on
the Over-the-Counter Bulletin Board under the symbol "GOVB."
On October 3, 2008, the Company filed Amendments to its Charter for two
amendments approved and adopted by the Company's stockholders at the
special meeting held September 25, 2008. As set forth in the Amendments to
the Charter, the first amendment (effecting a 1-for-100 reverse stock
split) became effective at 11:58 p.m., local time, on October 3, 2008, and
the second amendment (effecting a 100-for-1 forward stock split) became
effective at 11:59 p.m., local time, on October 3, 2008. As a result of
these successive amendments to the Company's Charter, the Company will
be
redeeming shares of its common stock from those shareholders who owned
fewer than 100 shares of the Company's common stock on October 3, 2008. The
Company is sending transmittal letters to those shareholders with
instructions on how to return their stock certificates in exchange for
the
cash payment due to them in connection with this transaction.
As previously announced, in connection with the split transaction, the
Company intends to file a Form 15 with the SEC to voluntarily
deregister its common stock under the Securities Exchange Act of 1934. Upon
the filing of the Form 15, the Company's obligation to file certain reports
with the SEC, including Forms 10-K, 10-Q and 8-K, will immediately be
suspended. The Company expects that the deregistration of its common stock
will become effective 90 days after the date of filing of the Form 15 with
the SEC.
About the Company
The Company, which is headquartered in Gouverneur, New York, is the
holding company for Gouverneur Savings and Loan Association. Founded in
1892, the Bank is a federally chartered savings and loan association
offering a variety of banking products and services to individuals and
businesses in its primary market area in southern St. Lawrence and northern
Lewis and Jefferson Counties in New York State.
Forward-Looking Statements
This news release contains certain forward-looking statements within
the
meaning of the Private Securities Litigation Reform Act of 1995. These
statements are based on the beliefs and expectations of management as
well
as the assumptions made using information currently available to
management. They often include words like "believe," "expect,"
"anticipate," "estimate," and "intend" or future or conditional verbs such
as "will," "would," "should," "could" or "may." Since these statements
reflect the views of management concerning future events, these statements
involve risks, uncertainties and assumptions. These risks and uncertainties
include, among others, the Company's ability to obtain regulatory and
shareholder approval, an increase in costs for the split transaction, the
effectiveness of the split transaction in reducing the number of record
holders below 300, the Company's ability to complete the going private
transaction in a timely manner or at all, and other factors that may be
described in the Company's Schedule 13E-3 filed with the Securities and
Exchange Commission, which is available at the Securities and Exchange
Commission's Web site (http://www.sec.gov) and to which reference is hereby made.
Therefore, actual future results may differ significantly from results
discussed in the forward-looking statements.
SOURCE Gouverneur Bancorp, Inc.
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