PRESS RELEASE - APRIL 16, 2010
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TRANSTECH INDUSTRIES, INC. ANNOUNCES
DECISION
TO DEREGISTER ON OR ABOUT
MAY 13, 2010
PISCATAWAY, N.J., April 16,
2010 - Robert V. Silva, President and Chief Executive Officer of Transtech
Industries, Inc. (OTC BULLETIN BOARD: TRTI) has announced that the Board of
Directors has decided to discontinue filing period reports with the U.S. Securities
and Exchange Commission ("SEC") (a procedure known as a “Deregistration”),
to be effective with the filing of a Form 15 with the SEC on or about May 13,
2010.
The text of the letter
issued to shareholders describing the decision follows:
THIS LETTER IS FOR
INFORMATIONAL PURPOSES ONLY AND IS NOT A REQUEST FOR A PROXY OR SHAREHOLDER’S
VOTE
April
16, 2010
Dear Fellow Shareholder:
We write to share with you a difficult decision which has been made
by the Company’s Board of Directors. The
Company intends to discontinue filing periodic reports with the United States
Securities and Exchange Commission (“SEC”).
The Company plans to file a Form 15 with the SEC on or about May 13,
2010 at which time the Company will no longer be required to file its periodic
reports.
As is always the case with a decision of this magnitude, it was
based on a number of factors. One of the
most significant was the continuing legal and environmental liabilities from
the Company's prior operations in waste handling and solvent recovery. These claims, both actual and contingent,
have made it infeasible to use the public markets to raise debt or equity
capital to fund the Company’s growth or acquisitions. Thus, a major benefit of filing periodic
reports with the SEC is not available for the Company.
Also, the expense of preparing the periodic reports has been
draining more and more of the Company’s financial and human resources in order
to comply with the ever-increasing SEC reporting requirements. The Sarbanes-Oxley Act of 2002 ( “SOX”)
ushered in many new reporting requirements for public companies, some of which
had been deferred for small reporting companies like Transtech. However, those deferrals have lapsed, and now
the smaller reporting companies must comply with the expanded disclosure
requirements of SOX.
In addition to the increased costs of reporting, the trading
market for the Company’s stock has been very limited. Shares of the Company’s stock currently trade
on the Over The Counter Bulletin Board (the “OTCBB”) which is an electronic
market that requires the sponsorship of one or more market-makers. The price of the stock has drifted downward
from a high of $.12 during the first quarter of 2009 to as low as $.03 in the
fourth quarter of 2009. There were only
23 trades of the Company’s stock for all of 2009, in which a total of 132,742
of the 2,979,190 shares outstanding were traded, down from 218,527 shares traded
in 41 trades during 2008.
Therefore, the Board of Directors has decided that the Company
will file a Form 15 on or about May 13, 2010, thereby ending its reporting
obligations.
Trading of the Company’s common stock on the OTCBB will
discontinue with the filing of the Form 15.
However, trading may continue on another market through the OTC known as
the Pink Sheets, but only if a market maker continues to support the stock.
For more information on what this process may mean to you please
see the Company's web site (www.Transtechindustries.com)
for a list of answers to questions you may have.
As previously disclosed, three of the Company’s subsidiaries
have been embroiled in litigation regarding certain significant properties
owned by them. The Company is engaged in
settlement discussions but is uncertain of the outcome and the timing of such
efforts. This uncertainty has impacted
the Company’s ability to sell these properties at an appropriate value. It is hoped that the sale of these dormant
properties in the future will provide the Company the liquidity to continue its
operations, to settle its obligations as they become due and to pursue other
business opportunities. However, there
are no guarantees.
The Company filed its Annual Report on Form 10-K for the year
ended December 31, 2009 with the SEC on March 31, 2010. A copy of the report may be down-loaded from
the SEC’s website (SEC.gov), the Company's website or may be obtained by request
from the Company. We urge you to read
this report carefully.
Sincerely,
Robert V. Silva Andrew J. Mayer, Jr.
Chairman, President and Vice President-Finance
Chief Executive Officer Chief Financial Officer
and
Secretary
This news release may contain forward-looking statements as
defined by federal securities laws, that are based on current expectations and
involve a number of known and unknown risks, uncertainties and other factors
that may cause the actual results, levels of activity, performance or
achievements to differ materially from results expressed or implied by this
press release. Such risks and
uncertainties include among others, the following: general economic and
business conditions; the ability of the Company to implement its business
strategy; the Company’s ability to successfully identify new business
opportunities; changes in the industry; competition; the effect of regulatory
and legal proceedings. The
forward-looking statements contained in this news release speak only as of the
date of release; and the Company does not undertake to revise those
forward-looking statements to reflect events after the date of this release.
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