
ZUNICOM INC (886912) 10-Q published on Nov 14, 2012 at 2:29 pm
The Company's Board of Directors approved a 1-for-12 reverse stock split of our Common Stock followed by a 12-for-1 forward stock split of our Common Stock (the" Reverse/Forward Stock Split"). In January 2012, shareholders owing in excess of 50% of the voting power of the Company approved the Reverse/Forward Stock Split. On February 10, 2012, the Company filed Schedules 14C and a 13E-3 Transaction Statement with the Securities and Exchange Commission (SEC) in connection with the Reverse/Forward Stock Split. The Reverse/Forward Stock Split became effective as of the opening of business on October 11, 2012. The Reverse/Forward Stock Split provides that all shareholders owning less than 12 shares of our Common Stock will receive a payment of $.65 for each share and will thereafter no longer be shareholders of the Company. The shareholdings of all other shareholders will remain unchanged. The Reverse/Forward Stock Split is part of the Company's plan to terminate the registration of the Common Stock under section 12(g) of the Exchange Act and suspend its reporting requirements under the Exchange Act ("Deregistration"). Following the effective date of the Reverse/Forward Stock Split, the Company has fewer than 300 Shareholders of record and is eligible for Deregistration under the Exchange Act. Therefore, the Reverse/Forward Stock Split is considered a "going private" transaction as defined in Rule 13e-3 promulgated under the Exchange Act. On October 11, 2012, the Company filed Form 15 with the SEC terminating its registration under section 12(g) and its duty to file reports under sections 13 and 15(d) of the Exchange Act . The financial statements have not been retroactively stated to reflect the effect of the reverse split as the number of shareholders holding eleven or fewer shares is not available at this time due to the damage inflicted by hurricane Sandy. However, the retroactive adjustment is not expected to be material to the financial statements.