Vestin Realty Mortgage II Inc. intends to deregister its common stock as part of the company's planned going-private transaction.
The company filed with the Securities and Exchange Commission to deregister the shares after its previously approved reverse stock split went into effect. The company is no longer mandated to file certain reports with the SEC, including Forms 10-K, 8-K and 10-Q, as part of the deregistration.
The deregistration of the common shares is expected to become effective 90 days after the March 30 filing date.
The reverse stock split, which had a ratio of 1-for-1,000, cut the number of shareholders to fewer than 300. Fractional shares were not issued in the reverse stock split, with eligible shareholders instead entitled to a cash payment equal to the product of such fraction and $2,700.
On March 8, Vestin Realty Mortgage II said it plans to delist its common shares from the Nasdaq Capital Market, deregister the shares and stop filing reports with the SEC. The company held its annual meeting March 9, where its shareholders approved the reverse stock split.
In September 2016, Vestin Realty Mortgage II shareholders started considering a reverse stock split to allow the company to deregister its common shares under certain securities regulations. The company fell out of compliance with Nasdaq's listing rules in January for not having a shareholder meeting within 12 months of the end of the 2015 fiscal year.