CIHL.L Regulatory News (CIHL)

5 Apr 2006 16:00

BB Holdings Ltd05 April 2006 SEC DEREGISTRATION Belize City, Belize, April 5, 2006 - On February 21, 2006, BB Holdings Limited(NASDAQ: BBHL, AIM: BBHL) (the "Company") adopted an amendment to its Articlesof Association, the purpose of which was to limit the number of US residentsholding shares in the Company. Following recent corporate developments, theCompany has now decided to reduce the number of US resident holders (who holdeither directly or through nominees) to fewer than 300 and to then deregisterfrom the US Securities and Exchange Commission (the "SEC"). It is the Company'sview that registration under the US Securities Exchange Act of 1934 involvesconsiderable expense and commitment of management resources, which areconsidered to be out of proportion with the benefits obtained from it by theCompany and its shareholders. The Company is now invoking this provision of its Articles of Association andaccordingly, disposal notices, requiring US resident shareholders holding 4,000shares or less to transfer or sell their holdings to non US holders, will bedespatched this week. The Company believes that following the transfer or saleby affected shareholders of their shares or the sale by the Company of theirshares on their behalf, it will be able to demonstrate to the SEC that thenumber of US resident holders of its shares is less than 300. The Companyanticipates completing the sale of shares on behalf of affected shareholders whodo not dispose of their shares by June 30, 2006 and remitting the gross proceedsof such sales to them shortly thereafter. The Company announced on March 17, 2006, its intention to cancel its listing onNASDAQ with effect from May 12, 2006. Following cancellation of its listing onNASDAQ and the Company's anticipated deregistration from the SEC, the Company'sshares will continue to be admitted to trading on AIM. Forward Looking Statements Certain statements in this press release constitute 'forward looking statements'within the meaning of the United States Private Securities Litigation Reform Actof 1995. In particular, statements contained herein regarding the consummationand benefits of future acquisitions, as well as expectations with respect tofuture revenues, operating efficiencies, net income and business expansion, aresubject to known and unknown risks, uncertainties and contingencies, many ofwhich are beyond the control of BB Holdings, which may cause actual results,performance or achievements to differ materially from anticipated results,performance or achievements. Factors that might affect such forward lookingstatements include among others, overall economic and business conditions, thedemand for BB Holdings' services, competitive factors, regulatory approvals andthe uncertainty of consummation of future acquisitions. Additional factors whichmay affect BB Holdings' businesses and performance are set forth in submissionsby BB Holdings with the United States Securities and Exchange Commission (the'SEC'), which are available without charge from the SEC at www.sec.gov For further information contact: Makinson Cowell BB Holdings Limited+1 (212) 994 9044 UK +44 (0)20 7248 6700 Belize +501 227 7178 Note: This and other press releases are available at the Company's web site:http://www.bbholdingslimited.com. - Ends - This information is provided by RNS The company news service from the London Stock Exchange