[Federal Register Volume 70, Number 226 (Friday, November 25, 2005)]
[Notices]
[Pages 71178-71179]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: E5-6513]
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
[File No. 1-14091]
Issuer Delisting; Notice of Application of Sherwood Brands, Inc.
To Withdraw Its Common Stock, $.01 Par Value, From Listing and
Registration on the American Stock Exchange LLC
November 18, 2005.
On June 20, 2005, Sherwood Brands, Inc., a North Carolina
corporation (``Issuer''), filed an application with the Securities and
Exchange Commission (``Commission''), pursuant to Section 12(d) of the
Securities Exchange Act of 1934 (``Act'') \1\ and Rule 12d2-2(d)
thereunder,\2\ to withdraw its common stock, $.01 par value
(``Security''), from listing and registration on the American Stock
Exchange LLC (``Amex'').
---------------------------------------------------------------------------
\1\ 15 U.S.C. 78l(d).
\2\ 17 CFR 240.12d2-2(d).
---------------------------------------------------------------------------
The Board of Directors (``Board'') of the Issuer unanimously
approved resolutions on March 2, 2005, to withdraw the Security from
listing and registration on Amex. The Issuer stated the Board
considered several factors relevant to its decision to withdraw the
Security from Amex, including, but not limited to the following: (i)
The limited number of holders of the Security; (ii) the Security is
very thinly traded; (iii) the nature and extent of trading in the
Security; (iv) the lack of analyst coverage and minimal liquidity of
the Security; and (v) the costs, both direct and indirect, associated
with the preparation and filing of the Issuer's periodic reports with
the Commission and Amex. The Board noted that the Issuer had
anticipated its legal, accounting, and insurance costs would increase
substantially as a result of recently enacted legislation affecting all
public companies (e.g., Sarbanes-Oxley Act of 2002). The Board believed
that in addition to the significant time and cost savings which would
result from deregistration, withdrawing the Security from listing and
registration on Amex would allow management to focus its attention and
resources on implementing the Issuer's business plan and exploring
financing and strategic alternatives for the business.
The Issuer stated that it has met the requirements of Amex's rules
governing an issuer's voluntary withdrawal of a security from listing
and registration by complying with all the applicable laws in effect in
the state of North Carolina, in which it is incorporated, and by
providing Amex with the required documents for withdrawal from Amex.
The Issuer's application relates solely to the withdrawal of the
Security from listing on Amex and from registration under Section 12(b)
of the Act,\3\ and shall not affect its obligation to be registered
under Section 12(g) of the Act.\4\
---------------------------------------------------------------------------
\3\ 15 U.S.C. 78l(b).
\4\ 15 U.S.C. 78l(g).
---------------------------------------------------------------------------
Any interested person may, on or before December 14, 2005, comment
on the facts bearing upon whether the application has been made in
accordance with the rules of Amex, and what terms, if any, should be
imposed by the Commission for the protection of investors. All comment
letters may be
[[Page 71179]]
submitted by either of the following methods:
Electronic Comments
Use the Commission's Internet comment form(http://www.sec.gov/rules/delist.shtml); or
Send an e-mail to [email protected]. Please include
the File Number 1-14091 or;
Paper Comments
Send paper comments in triplicate to Jonathan G. Katz,
Secretary, Securities and Exchange Commission, 100 F Street, NE.,
Washington, DC 20549-9303.
All submissions should refer to File Number 1-14091. This file number
should be included on the subject line if e-mail is used. To help us
process and review your comments more efficiently, please use only one
method. The Commission will post all comments on the Commission's
Internet Web site (http://www.sec.gov/rules/delist.shtml). Comments are
also available for public inspection and copying in the Commission's
Public Reference Room. All comments received will be posted without
change; we do not edit personal identifying information from
submissions. You should submit only information that you wish to make
available publicly.
The Commission, based on the information submitted to it, will
issue an order granting the application after the date mentioned above,
unless the Commission determines to order a hearing on the matter.
For the Commission, by the Division of Market Regulation,
pursuant to delegated authority.\5\
---------------------------------------------------------------------------
\5\ 17 CFR 200.30-3(a)(1).
---------------------------------------------------------------------------
Jonathan G. Katz,
Secretary.
[FR Doc. E5-6513 Filed 11-23-05; 8:45 am]
BILLING CODE 8010-01-P