POMPANO BEACH, Fla.,
Oct. 10, 2012 /PRNewswire/ --
Onstream Media Corporation (NASDAQ: ONSM), a leading online service
provider of live and on-demand corporate audio and web
communications, virtual event technology, and social media
marketing, today announced that its Board of Directors has
voluntarily decided to move the listing of its common stock from
The NASDAQ Capital Market ("NASDAQ") to OTC Markets' OTCQB
marketplace ("OTCQB"). Onstream Media expects that its stock will
begin trading on the OTCQB under its ticker symbol "ONSM" effective
October 22, 2012. As of that
date, investors and other interested parties will be able to view
the Real Time Level II stock quotes for ONSM at
http://www.otcmarkets.com.
"We believe that our decision to move to the OTCQB is in no way
an adverse reflection of the financial stability or viability of
the Company," stated Randy Selman,
President and CEO of Onstream Media. "We carefully evaluated our
options to maintain our listing on NASDAQ, including whether or not
to implement a reverse split to satisfy the $1.00 per share minimum bid price requirement,
and concluded that it was not in the best interest of our
shareholders. We believe the transition to the OTCQB will be
relatively seamless and will continue to provide existing and new
shareholders a quality marketplace to trade our stock."
Mr. Selman continued, "Our revenues and operating cash flow for
the most recently reported quarter represented Company records.
Looking forward to FY2013, we expect continued record revenue and
cash flow as a result of expanding sales into new markets for our
new and existing products and services."
On October 21, 2011, the Company
received a letter from NASDAQ advising the Company that for the 30
consecutive trading days preceding the date of the notice, the bid
price of the Company's common stock had closed below the
$1.00 per share minimum bid price
required for continued listing on The NASDAQ Capital Market,
pursuant to NASDAQ Listing Rule 5550(a)(2)(a) (the "Bid Price
Rule"). The letter stated that the Company would be provided 180
calendar days, or until April 18th,
2012, to regain compliance with the Bid Price Rule, which
deadline was subsequently extended on a one-time basis to
October 15, 2012. To regain
compliance, the closing bid price of the common stock would need to
be at least $1.00 per share for a
minimum of ten consecutive business days prior to that date.
The Board of Directors' voluntary decision to move the Company's
listing from NASDAQ to OTCQB was made following the detailed review
of numerous factors including NASDAQ filing fees (versus OTCQB);
the significant compliance obligations and restrictions that result
from the maintenance of the NASDAQ listing, including the
associated out-of-pocket costs (versus OTCQB); the effects of the
Company's last reverse stock split; and the Board's determination
that the Company will not be able to regain compliance with the Bid
Price Rule before the October 15,
2012 deadline. Based on the foregoing factors, the Board of
Directors does not believe there is continuing shareholder value in
maintaining Onstream Media's listing on NASDAQ at this time.
However, the move to the OTCQB does not change the Company's
reporting obligations with the Securities and Exchange Commission
under applicable federal securities laws. Accordingly, the Company
will continue to file its Annual Report on Form 10-K, Quarterly
Reports on Form 10-Q and its Current Reports on Form 8-K.
About OTC Markets Group Inc.:
OTC Markets Group Inc. (OTCM) operates open, transparent and
connected financial marketplaces for investors to easily trade
almost 10,000 equity and debt securities through the broker of
their choice. OTC Markets Group organizes these securities into
tiered marketplaces to inform investors of opportunities and risks.
OTC Markets Group's data-driven platform enables efficient trading
through any broker at the best possible price and empowers a broad
range of companies to improve the quality and availability of
information for their investors.
About Onstream Media Corporation:
Onstream Media (ONSM) is a leading online service provider of
live and on-demand corporate audio and web communications,
virtual event technology, and social media marketing.
Onstream Media's innovative Digital Media Services Platform (DMSP)
provides customers with cost effective tools for encoding,
managing, indexing, and publishing content via the Internet. The
company's MarketPlace365® solution enables publishers,
associations, tradeshow promoters and entrepreneurs to rapidly and
cost effectively self deploy their own online virtual
marketplaces.
In addition, Onstream Media provides live and on-demand
webcasting, webinars, web and audio conferencing
services. To date, almost half of the Fortune 1000 companies
and 78% of the Fortune 100 CEOs and CFOs have used Onstream Media's
services. Select Onstream Media customers include AAA, Dell,
Disney, Georgetown University, National
Press Club, PR Newswire, Shareholder.com (NASDAQ), Sony Pictures,
and the U.S. Government. Onstream Media's strategic relationships
include Akamai, BT Conferencing, and Trade Show News Network
(TSNN). For more information, visit Onstream Media at
http://www.onstreammedia.com or call 954-917-6655.
Cautionary Note Regarding Forward-Looking Statements
Certain statements in this document and elsewhere by Onstream
Media are "forward-looking statements" within the meaning of the
Private Securities Litigation Reform Act of 1995. Such information
includes, without limitation, the business outlook, assessment of
market conditions, anticipated financial and operating results,
strategies, future plans, contingencies and contemplated
transactions of the company. Such forward-looking statements are
not guarantees of future performance and are subject to known and
unknown risks, uncertainties and other factors which may cause or
contribute to actual results of company operations, or the
performance or achievements of the company or industry results, to
differ materially from those expressed, or implied by the
forward-looking statements. In addition to any such risks,
uncertainties and other factors discussed elsewhere herein, risks,
uncertainties and other factors that could cause or contribute to
actual results differing materially from those expressed or implied
for the forward- looking statements include, but are not limited to
fluctuations in demand; changes to economic growth in the U.S.
economy; government policies and regulations, including, but not
limited to those affecting the Internet. Onstream Media undertakes
no obligation to publicly update any forward-looking statements,
whether as a result of new information, future events or otherwise.
Actual results, performance or achievements could differ materially
from those anticipated in such forward-looking statements as a
result of certain factors, including those set forth in Onstream
Media Corporation's filings with the Securities and Exchange
Commission.
Media Relations
Chris Faust
Fastlane Communications
973-226-4379
cfaust@fast-lane.net
Investor Relations
Donald C. Weinberger;
Adam Lowensteiner
Wolfe Axelrod Weinberger Associates, LLC
212-370-4500; 212-370-4505 fax
don@wolfeaxelrod.com
adam@wolfeaxelrod.com
SOURCE Onstream Media Corporation