The real estate investment firm United Capital Corp., of Great Neck, said Friday it plans to delist its stock from the New York Stock Exchange and deregister it with the Securities and Exchange Commission.
As a result of its move, United Capital will no longer file reports with the SEC. However its stock will still be quoted as an over-the-counter security on the pink sheets.
At the same time, the United Capital board decided to make an offer to buy back up to 3.6 million shares of common stock at $30 per share, a premium over the stock's Thursday closing price of $27.34. All United Capital’s directors and executive officers, other than its chairman, Attilio F. Petrocelli, plan to sell back all their shares.
Also, all United Capital’s directors and executive officers -- including Petrocelli -- plan to exercise their options to a total of about 1.5 million shares.
The company said it has the cash available to complete this offer.
United Capital, which has a manufacturing division and a hotel ownership division -- including Radisson and Marriott properties -- gave the following reasons for delisting its common stock:
♦ It is is very thinly traded
♦ It has fewer than 300 holders
♦ It has minimal liquidity
♦ It doesn't see the short-term need to raise additional capital
♦ It will save money by not having to prepare and file reports with the SEC
♦ It foresees no adverse potential impact in the deregistration and delisting on its stockholders, creditors and other key constituencies
♦ It anticipates that after delisting, its common stock will be quoted on the Pink Sheets, an over-the-counter listing service, for any market makers interested in trading the shares
Photo: The Radisson Nashua Hotel, in New Hampshire. United Capital this month bought its mortgage.