DNK.L Regulatory News (DNK)

28 Nov 2007 07:01

Danka Business Systems PLC28 November 2007 For Immediate Release Danka to Withdraw American Depositary Shares ("ADSs") Listing from NASDAQ Capital Market; ADSs Expected to Trade on OTC Bulletin Board Company's Primary Listing of Ordinary Shares on the London Stock Exchange and Business Operations Not Affected ST. PETERSBURG, FLORIDA (November 27, 2007) - Danka Business Systems PLC(NASDAQ: DANKY), whose primary listing of its ordinary shares is on the LondonStock Exchange, today announced that the Company's Board of Directors hasdetermined to voluntarily delist its American Depositary Shares ("ADSs") fromthe Nasdaq Capital Market and move them to the OTC Bulletin Board. The Company'sordinary shares are unaffected by this action and will continue to trade on theLondon Stock Exchange. Danka Chairman and Chief Executive Officer A.D. Frazier stated: "To be clear,our primary listing is in London and remains unchanged. As such, this decisiondoes not impact the Company's financial status, nor will it have an effect onthe way we conduct our business or on the nature of our existing and futurecustomer and partner relationships. This has been a year of transformation forDanka, highlighted just last week with the signing of two separate partnershipinitiatives designed to further reinforce the Company's independent leadershipposition in the enterprise imaging marketplace." The Board of Directors arrived at this conclusion subsequent to a recentdeficiency notification from the Nasdaq Listing Qualifications staff received onNovember 20, 2007 stating that the Company was not in compliance with thestockholders' equity/market value of listed securities/net income continuedlisting requirement set forth in Nasdaq Marketplace Rule 4310(c)(3). UnderNasdaq rules, if the Company did not submit a plan of compliance on or beforeDecember 5, 2007 and did not regain compliance with the market value of listedsecurities requirement for a minimum of 10 consecutive business days within 30calendar days from the date of the deficiency notification, Nasdaq Staff wouldhave provided written notification to Danka that its ADSs would be delisted.At that time, the Company would have been permitted to appeal the Nasdaq Staffdetermination to a Nasdaq Listing Qualifications Panel. The Board of Directors determined, after careful consideration of variousbusiness, legal, shareholder and compliance aspects of this matter, not tosubmit a plan of compliance and, instead, that voluntarily delisting and movingthe Company's ADSs to the OTC Bulletin Board is in the overall best interests ofthe Company's shareholders. The following factors, among others, were consideredby the Board of Directors in taking this action: •The reduction in costs associated with maintaining two separate exchange listings; •That the London Stock Exchange will continue to be the Company's primary market as it is not necessary to maintain two separate exchange listings; •The continued availability of quotations and last sale information in the Company's ADSs on the OTC Bulletin Board; and •The fact that the Company will remain a reporting company for SEC purposes and will continue to comply with all reporting requirements. The Company had previously received a letter on August 29, 2007 from Nasdaqindicating that the Company was not in compliance with the continued listingrequirement for minimum bid price on The Nasdaq Capital Market because the bidprice of Danka's ADSs had closed below the minimum $1.00 per share requirementfor more than 30 consecutive days. The OTC Bulletin Board is neither a "listed" market nor a "stock exchange."Instead, it operates as a voluntary electronic quotation system that allowsmarket makers to enter quotations in a security and offers investors real-timeaccess to quotes, last-sale prices and volume information in over-the-counterequities. The Company will file an application with the Securities and Exchange Commissionon Form 25 to voluntarily delist its ADSs from the Nasdaq Capital Market. Thedelisting becomes effective ten days after the Form 25 is filed. The Form 25 isexpected to be filed on or about December 7, 2007. About Danka Danka delivers value to clients by using its expert technical and professionalservices to implement effective document information solutions. As one of thelargest independent providers of enterprise imaging systems and services, theCompany enables choice, convenience, and continuity. Danka's vision is toempower customers to benefit fully from the convergence of image and documenttechnologies in a connected environment. This approach will strengthen theCompany's client relationships and expand its strategic value. For moreinformation, visit Danka at www.danka.com. ### Contacts:Danka Investor Relations - Cheley Howes, 727-622-2760, cheley_howes@danka.comThe Dilenschneider Group - Rob Swadosh, 212-922-0900 ext. 132, rswadosh@dgi-nyc.com Certain statements contained in this press release, including statements relatedto Danka's future business and financial performance, are forward-looking. Suchstatements reflect the current views of Danka with respect to future events andare subject to certain risks, uncertainties and assumptions that could causeactual results to differ materially from those reflected in the forward-lookingstatements. Readers are cautioned not to place undue reliance on these forwardlooking statements, which reflect management's analysis only as of the date theyare made. Danka is a registered trademark. All other trademarks are the property of theirrespective owners This information is provided by RNS The company news service from the London Stock Exchange