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| MMCE > SEC Filings for MMCE > Form 8-K on 7-Oct-2009 | All Recent SEC Filings |
7-Oct-2009
Completion of Acquisition or Disposition of Assets, Other Events, Financial Stat
As previously disclosed, on August 10, 2009, MMC Energy, Inc.'s ("MMC" or the "Company") wholly-owned subsidiary, MMC Chula Vista II, LLC, entered into a definitive agreement with Energy Parts Solutions, LLC, an affiliate of Pro Energy, Services, Inc., to sell its two remaining General Electric LM6000PC SprintŪ turbines in an all-cash transaction for an aggregate purchase price of $26.65 million (the "Turbine Sale"). The Turbine Sale was completed on October 5, 2009, and the Company then received actual cash proceeds of $23.38 million net of the $3 million deposit received upon signing and transaction costs.
The Turbine Sale was part of a process to liquidate the Company's remaining assets as contemplated by the Plan of Complete Liquidation and Dissolution of the Company (the "Plan of Liquidation"), which was overwhelmingly approved by the Company's stockholders at a special meeting held on September 14, 2009.
A copy of the press release issued by the Company relating to the closing of the Turbine Sale is attached as Exhibit 99.1 to this current report and is incorporated herein by reference.
On September 30, 2009, the Company filed its Certificate of Dissolution with the Secretary of State of the State of Delaware. The Certificate of Dissolution became effective at 1:29 p.m., eastern time on September 30, 2009 and provides for the dissolution of the Company under the Delaware General Corporate Law.
On October 6, 2009 the Company filed with the Securities and Exchange Commission and The NASDAQ Stock Market, Inc. a Form 25 relating to the delisting of the Company's common stock (the "Common Stock"). Trading in the Common Stock ceased effective on the close of business of October 6, 2009, with official delisting of the Common Stock effective 10 days thereafter. In addition, the Company expects to close its stock transfer books and discontinue recording transfers of the Common Stock following the suspension of trading of the Common Stock.
On October 6, 2009, pursuant to the Plan of Liquidation, the board of directors of the Company approved an initial liquidating distribution of $1.35 per share to the stockholders of record of the Common Stock as of October 6, 2009. The Company funded its payment agent, Continental Stock, Transfer & Trust Company, on October 6, 2009 and expects that the distributions will reach beneficial owner accounts within 3-5 business days thereafter. Pursuant to the requirements of Delaware law, the Company intends to retain certain of the remaining assets of the Company to satisfy and make reasonable provision for any claims and obligations of the Company until such time as the Company's board of directors determines that it is appropriate to distribute some or all of such remaining assets. The amount and timing of any subsequent and final distributions will be at the discretion of the Company's board of directors.
(d) Exhibits
99.1 Press Release, dated October 6, 2009, issued by MMC Energy, Inc.
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