Under the transaction, the company could cease to be a public reporting company, and its shares would no longer be traded on any exchange and/or quotation system. To this end, the company previously elected Douglas Cole and Michael Toups to its board of directors and appointed them to a special committee created for the sole purpose of exploring this transaction.
The special committee determined that a going-private transaction is the best option for the company and its stockholders and engaged a financial advisor to provide both a valuation of the company and a fairness opinion in connection with a going-private transaction.
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