ICOS Vision Systems Announces Decision to Voluntarily Delist Its Common Shares from the NASDAQ Global Market and Terminate Its U
October 25 2006 - 11:06PM
Business Wire
ICOS Vision Systems Corporation NV (NASDAQ and Euronext: IVIS), a
world leader in vision solutions, announced today its intent to
voluntarily delist its common shares from the NASDAQ Global Market
and terminate its U.S. SEC registration of those shares. ICOS has
given notice today to NASDAQ that it intends to delist the
company�s common shares. Pursuant to this notice, the Company
intends to file a further notice with the U.S. SEC on or about
November 6, 2006 to remove the Company�s common shares from
listing. The removal of the shares from listing should be effective
10 days after the filing of the notice with the SEC. According to
this schedule, the last day of trading for the ICOS common shares
on NASDAQ will be Wednesday November 15, 2006. Concurrent with the
NASDAQ delisting, ICOS also intends to file notice with the SEC to
terminate the registration of its common shares under the U.S.
Securities Exchange Act of 1934 and to suspend its duties to file
reports with the SEC. As ICOS has fewer than 300 stockholders of
record, ICOS� obligation to file reports with the SEC should be
suspended immediately upon the delisting of the common shares. The
delisting and termination of the U.S. SEC registration for ICOS�
common shares will not affect the Company�s listing on Euronext
Brussels, where the Company�s common shares are listed and where
they will continue to trade after the Nasdaq delisting becomes
effective. Shares purchased through NASDAQ are and will continue to
be tradeable on Euronext. For the past several years, the principal
trading market for ICOS� shares has been Euronext Brussels. The
Company estimates that during the last year, over 90 % of the
trading volume in the Company�s shares took place over Euronext
Brussels. As a result, ICOS� board of directors has concluded that
the increased costs of maintaining the Company�s listing and
registration in the US and complying with SEC reporting and other
applicable US obligations, is disproportionate to the benefits
obtained by the Company and its shareholders as a whole. The board
believes that the resulting cost savings and management time that
is freed up to concentrate on other business aspects will benefit
the Company and its shareholders, while the continued trading of
the Company�s shares on Euronext Brussels should continue to
provide liquidity to its shareholders and access to capital for the
Company. ICOS� board of directors points out that ICOS will
continue to be subject to European and Belgian laws applicable to
publicly listed companies, including the Euronext rules. ICOS will
continue to maintain its high standards of corporate governance,
with particular reference to the Belgian Code of Corporate
Governance. ICOS will continue to report its financial statements
for the fourth quarter 2006 and the full year 2006 according to
USGAAP. It will report its interim financial statements for the
first time according to IFRS over the first quarter of 2007. A list
of frequently asked questions in respect of the NASDAQ delisting
will be posted on our website www.icos.be. About ICOS ICOS designs
and manufactures inspection equipment for the semiconductor
packaging industry. It is a world-leading supplier of equipment for
the final visual control of chips before they are used in various
applications, such as PC�s, cars or portable phones. ICOS� systems
perform two- and three-dimensional (2D and 3D) inspections as part
of the final visual quality control step in the manufacturing of
chips, wafers, flexible tapes for flat panel displays, sockets,
substrates and solar cells. Aside from its complete systems, ICOS
also offers inspection subsystems for integration in other
equipment. ICOS' headquarters are located in Leuven, Belgium and it
has R&D centers in Belgium, Germany and Hong Kong and sales and
support offices in Japan, the USA, Singapore, Korea and Hong Kong
and production facilities in Belgium, Hong Kong and China. �Safe
Harbor� Statement under the Private Securities Litigation Reform
Act of 1995: This press release contains forward-looking
information that involves risks and uncertainties, including
statements regarding the Company's plans, objectives, expectations
and intentions. Such statements include, without limitation,
statements regarding: the Company�s plans to voluntarily delist its
common shares from the NASDAQ Global Market and terminate its U.S.
SEC registration of those shares; the Company�s plans to file
notices in connection therewith; and the Company�s expectation
that, because it believes the Company has fewer than 300
stockholders of record, ICOS� obligation to file reports with the
SEC should be suspended immediately upon the delisting of its
common shares. These statements are subject to known and unknown
risks and uncertainties that could cause actual results to differ
materially from those projected or anticipated. These risks and
uncertainties include, without limitation, the risk that the U.S.
Securities and Exchange Commission or Nasdaq may delay the
delisting or deregistration processes, the risk that the Company
may not have fewer than 300 stockholders of record and, therefore,
its obligation to file reports with the SEC would not be suspended
immediately upon the delisting of the Company�s common shares, and
other risks referred to in the Company�s most recent annual report
on form 20-F and other filings with the Securities and Exchange
Commission. The Company cautions readers not to place undue
reliance upon any such forward-looking statements, which speak only
as of the date made. The Company expressly disclaims any obligation
or undertaking to release publicly any updates or revisions to any
such statements to reflect any change in the Company�s expectations
or any change in events, conditions or circumstances on which any
such statement is based. ICOS Vision Systems Corporation NV (NASDAQ
and Euronext: IVIS), a world leader in vision solutions, announced
today its intent to voluntarily delist its common shares from the
NASDAQ Global Market and terminate its U.S. SEC registration of
those shares. ICOS has given notice today to NASDAQ that it intends
to delist the company's common shares. Pursuant to this notice, the
Company intends to file a further notice with the U.S. SEC on or
about November 6, 2006 to remove the Company's common shares from
listing. The removal of the shares from listing should be effective
10 days after the filing of the notice with the SEC. According to
this schedule, the last day of trading for the ICOS common shares
on NASDAQ will be Wednesday November 15, 2006. Concurrent with the
NASDAQ delisting, ICOS also intends to file notice with the SEC to
terminate the registration of its common shares under the U.S.
Securities Exchange Act of 1934 and to suspend its duties to file
reports with the SEC. As ICOS has fewer than 300 stockholders of
record, ICOS' obligation to file reports with the SEC should be
suspended immediately upon the delisting of the common shares. The
delisting and termination of the U.S. SEC registration for ICOS'
common shares will not affect the Company's listing on Euronext
Brussels, where the Company's common shares are listed and where
they will continue to trade after the Nasdaq delisting becomes
effective. Shares purchased through NASDAQ are and will continue to
be tradeable on Euronext. For the past several years, the principal
trading market for ICOS' shares has been Euronext Brussels. The
Company estimates that during the last year, over 90 % of the
trading volume in the Company's shares took place over Euronext
Brussels. As a result, ICOS' board of directors has concluded that
the increased costs of maintaining the Company's listing and
registration in the US and complying with SEC reporting and other
applicable US obligations, is disproportionate to the benefits
obtained by the Company and its shareholders as a whole. The board
believes that the resulting cost savings and management time that
is freed up to concentrate on other business aspects will benefit
the Company and its shareholders, while the continued trading of
the Company's shares on Euronext Brussels should continue to
provide liquidity to its shareholders and access to capital for the
Company. ICOS' board of directors points out that ICOS will
continue to be subject to European and Belgian laws applicable to
publicly listed companies, including the Euronext rules. ICOS will
continue to maintain its high standards of corporate governance,
with particular reference to the Belgian Code of Corporate
Governance. ICOS will continue to report its financial statements
for the fourth quarter 2006 and the full year 2006 according to
USGAAP. It will report its interim financial statements for the
first time according to IFRS over the first quarter of 2007. A list
of frequently asked questions in respect of the NASDAQ delisting
will be posted on our website www.icos.be. About ICOS ICOS designs
and manufactures inspection equipment for the semiconductor
packaging industry. It is a world-leading supplier of equipment for
the final visual control of chips before they are used in various
applications, such as PC's, cars or portable phones. ICOS' systems
perform two- and three-dimensional (2D and 3D) inspections as part
of the final visual quality control step in the manufacturing of
chips, wafers, flexible tapes for flat panel displays, sockets,
substrates and solar cells. Aside from its complete systems, ICOS
also offers inspection subsystems for integration in other
equipment. ICOS' headquarters are located in Leuven, Belgium and it
has R&D centers in Belgium, Germany and Hong Kong and sales and
support offices in Japan, the USA, Singapore, Korea and Hong Kong
and production facilities in Belgium, Hong Kong and China. "Safe
Harbor" Statement under the Private Securities Litigation Reform
Act of 1995: This press release contains forward-looking
information that involves risks and uncertainties, including
statements regarding the Company's plans, objectives, expectations
and intentions. Such statements include, without limitation,
statements regarding: the Company's plans to voluntarily delist its
common shares from the NASDAQ Global Market and terminate its U.S.
SEC registration of those shares; the Company's plans to file
notices in connection therewith; and the Company's expectation
that, because it believes the Company has fewer than 300
stockholders of record, ICOS' obligation to file reports with the
SEC should be suspended immediately upon the delisting of its
common shares. These statements are subject to known and unknown
risks and uncertainties that could cause actual results to differ
materially from those projected or anticipated. These risks and
uncertainties include, without limitation, the risk that the U.S.
Securities and Exchange Commission or Nasdaq may delay the
delisting or deregistration processes, the risk that the Company
may not have fewer than 300 stockholders of record and, therefore,
its obligation to file reports with the SEC would not be suspended
immediately upon the delisting of the Company's common shares, and
other risks referred to in the Company's most recent annual report
on form 20-F and other filings with the Securities and Exchange
Commission. The Company cautions readers not to place undue
reliance upon any such forward-looking statements, which speak only
as of the date made. The Company expressly disclaims any obligation
or undertaking to release publicly any updates or revisions to any
such statements to reflect any change in the Company's expectations
or any change in events, conditions or circumstances on which any
such statement is based.
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