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Pompano Beach, FL………Imperial Industries,
Inc. (“IPII”) announced today that its Board
of Directors has voted to effect a reverse stock split
of the Company’s common stock at a ratio of one-for-four.
Today’s actions follow approval of a reverse split
by the Company’s shareholders at a special meeting
of stockholders held on December 21, 2004.
The reverse split will be effective after the close
of business on Friday, March 18, 2005 (the “Effective
Date”). The Company’s common stock after
the reverse split will continue to trade on the OTC
Bulletin Board adjusted for the reverse split on Monday,
March 21, 2005.
As of February 28, 2005, there were 9,703,599 shares
of Imperial Industries, Inc. common stock outstanding.
After the effect of the reverse stock split, there will
be issued and outstanding an aggregate of approximately
2,425,899 shares of common stock. The authorized shares
of common stock will remain at 40,000,000. Fractional
shares resulting from the reverse stock split will be
purchased by the Company, based on the average closing
price for the 10 previous business days prior to the
Effective Date. Following the Effective Date, stockholders
will receive instructions for exchanging pre-split old
common stock for post-split new common stock certificates
from the Company’s transfer agent, Continental
Stock Transfer and Trust Company. For more information
regarding the reverse stock split, stockholders are
urged to review the Company’s Proxy Statement
dated November 5, 2004, which is available at no charge
on the SEC’s website www.sec.gov.
The reverse stock split is expected to position the
Company’s common stock to exceed the initial minimum
per share market price requirements for listing on the
NASDAQ Small Cap Market. The Company has filed its application
with the NASDAQ to list the common stock for trading
on the NASDAQ Small Cap Market. The Company believes
it currently meets all listing requirements other than
the minimum bid price per share of common stock. Following
the reverse stock split, the Company anticipates it
will obtain a listing of the Company’s common
stock on the NASDAQ Small Cap Market within approximately
thirty (30) days.
S. Daniel Ponce, Imperial’s Chairman of the
Board stated: “We believe the reverse stock split
will help our common stock become more attractive to
a broader range of investors and ultimately improve
the liquidity of our common stock for our shareholders.
We see this as another step in our process of delivering
long-term shareholder value to our stockholders.”
Imperial Industries, Inc., a building products company,
sells products throughout the Southeastern United States
with facilities in the States of Florida, Georgia, Mississippi
and Alabama. The Company is engaged in the manufacturing
and distribution of stucco, plaster and roofing products
to building materials dealers, contractors and others
through its subsidiaries, Premix-Marbletite Manufacturing
Co. and Acrocrete, Inc. The Company through its subsidiary,
Just-Rite Supply, Inc., is engaged in the distribution
of the Company’s manufactured products, as well
as gypsum, roofing, insulation and masonry products
manufactured by other companies. See our website at
www.imperialindustries.com
for more information about the Company.
The statements in this press release contain certain
forward-looking statements, which are subject to risks
and uncertainties. Such statements, including those
regarding, among other things, the success of the Company’s
sales and marketing efforts, improvements in productivity,
the Company’s strategy and future prospects, are
dependent on a number of factors, including market conditions
and availability of financing, only some of which are
within the Company’s control. Actual results could
differ materially from those currently anticipated due
to a number of factors, including those set forth in
the Company’s Securities and Exchange Commission
filings under “Risk Factors”. A more detailed
discussion of risks attendant to the forward-looking
statements included in this press release are set forth
in the “Forward-Looking Statements” section
of the Company’s Annual Report on Form 10-K for
the year ended December 31, 2003, filed with the Securities
and Exchange Commission (“SEC”), and in
other reports already filed with the SEC.
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