Mirae Corporation (NASDAQ:MRAE) (the "Company") today announced its plans to proceed with the voluntary delisting of its American Depositary Shares ("ADSs") from the Nasdaq Global Market ("Nasdaq") and deregister and terminate its reporting obligations with the U.S. Securities and Exchange Commission ("SEC"). The Company will immediately proceed with delisting by providing a written notice to Nasdaq today of its intention to delist and file a Form 25 with the SEC on or about April 28, 2008. The delisting from Nasdaq is expected to become effective 10 days after such filing. The Company intends to begin the deregistration process as soon as practicable upon the delisting from Nasdaq becoming effective and anticipates it will file a Form 15F by middle of May 2008, with the deregistration subject to SEC not objecting to such request in accordance with the Securities Exchange Act of 1934 (the "Exchange Act"). The Company's reporting obligations under the Exchange Act will be suspended immediately upon such filing and the Company shall no longer submit any reports to the SEC. The deregistration is expected to become effective 90 days after the filing of the Form 15F if there are no objections from the SEC (and if the filing is not withdrawn prior to the end of the 90-day period). The Company has notified The Bank of New York, its depositary for the Company's American Depositary Receipt ("ADR") program, of its intention to terminate its ADR program. In accordance with the termination procedure under the depositary agreement, the ADR program will terminate 30 days after the depositary delivers notice of termination to the ADR holders. After termination of the ADR program, ADR holders, if not previously removed from the facility, will receive the underlying common shares of the Company upon surrender of their ADRs. After one year from the date of termination, the depositary may sell any common shares underlying the ADRs that have not yet been surrendered, and the owners of such ADRs will be entitled to receive the net cash proceeds received by the depositary from the sale of such shares upon surrender of their ADRs. The decision to delist and deregister has been reached as part of the Company's overall strategy to improve cost-effectiveness. The benefits of maintaining a Nasdaq listing has declined over time as the trading volume and trading prices of the Company's ADSs have declined on Nasdaq. The average daily trading on Nasdaq for the last twelve months has been less than 5% of the worldwide average daily trading volume of the Company's common shares. In addition, the Company received a Nasdaq Staff Deficiency Letter dated April 14, 2008 indicating that the Company's ADSs have been trading below the required minimum closing bid price of US$1.00 per share on Nasdaq for the last 30 consecutive business days and as a result the Company is not in compliance with the minimum bid price requirement for continued listing set forth in Marketplace Rule 4450(a)(5). Considering the limited trading volume and low trading prices on Nasdaq, the Company has concluded the costs, expenses and administrative burden associated with regaining compliance with Nasdaq Marketplace Rules and maintaining a Nasdaq listing with SEC reporting obligations outweigh the benefits to be achieved by maintaining the listing. The Company's common shares will continue to be listed on the Korea Exchange ("KRX") Stock Market. After deregistration, the Company will continue to provide investors access to information filed with KRX Stock Market or other information required to be made public under Korean regulations on the Company's website at http://www.mirae.co.kr in Korean or http://www.mirae.com in English. About Mirae Corporation Incorporated in the Republic of Korea in 1990, Mirae Corporation is a manufacturer of semiconductor-related equipment and telecommunication appliances and offers a broad range of products including handlers and SMD replacement systems for sale in Korea and overseas markets. For further information about Mirae Corporation, please visit its website at http://www.mirae.com. Forward-Looking Statement: Certain statements in this press release are "forward-looking statements" within the meaning of the U.S. federal securities laws. These forward-looking statements include, but are not limited to, statements as to plans to delist from Nasdaq, deregister from the SEC and plans to file a Form 25 and a Form 15F and the timing thereof; to terminate the ADR program; to continue to have our common shares trade on KRX Stock Market; and to provide continuous disclosure under Korean regulations among others. These forward-looking statements are based on our current assumptions, expectations and projections about future events and subject to risks, uncertainties and other factors that could cause actual results to differ materially from future results expressed or implied by the forward-looking statements. Many of these risks and uncertainties relate to factors that are beyond our ability to control or estimate precisely, such as the effect of general economic or political conditions, fluctuations in exchange rates or interest rates, increases or changes in competition, our ability to implement and complete successfully our plans and strategies, changes in our liquidity needs, the actions of competitors and third parties, and other factors discussed in our public filings. Investors are cautioned not to place undue reliance on these forward-looking statements which speak only as of the date of this press release. We do not undertake any obligation to release publicly any revisions to these forward-looking statements to reflect new, changing or unanticipated events or circumstances after the date of this press release, except as may be required by applicable securities law.
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