GARDEN GROVE, Calif., May 8, 2003 (PRIMEZONE) -- Bridge Technology, Inc. (Nasdaq:BRDGE), a data storage and communication components distribution company, announced today that it is in non-compliance with Nasdaq listing rules.
Under "Nasdaq Marketplace Rule 4350(b), Qualitative Listing Requirements for Nasdaq National Market and Nasdaq Small Cap Market Issuers," the Company is required "to distribute to Stockholders copies of the Annual Report containing audited financial statements of the Company and its subsidiaries. The report shall be distributed to Stockholders within a reasonable period of time prior to the Company's Annual Meeting of Stockholders and shall be filed with Nasdaq at the time it is distributed to Stockholders."
The Company's audited financial statements have been in progress for several months and their completion has been delayed in Hong Kong due to the SARS epidemic. The Company's outside auditors have been working diligently, but the severe workplace restrictions have curtailed the Company's operations during this epidemic.
The Company is aware that preliminary financial results, both for the year ended December 31, 2002, and the first quarter ended March 31, 2003, reported on SEC Form 8-K, are not adequate for continued listing on the Nasdaq Small Cap Market System. Every effort is being made in a difficult environment in Hong Kong to comply with the Company's financial reporting obligations within a reasonable time frame.
In addition, the Company has been advised by Nasdaq that it may also be in non-compliance with the following Marketplace Rules:
1) "Marketplace Rule 4350(c) Independent Directors and Marketplace Rule 4350(d)(2) Audit Committee Composition. Each issuer shall maintain a sufficient number of Independent Directors on its Board of Directors to satisfy the Audit Committee requirement set forth in Marketplace Rule 4350(d)(2)." The Company has five Independent Directors, two of which serve on the Audit Committee. The third member of the Audit Committee will be appointed from those Directors that are Independent at the next meeting of the Board of Directors.
2) "Marketplace Rule 4350(e) Shareholder Meetings. Each issuer shall hold an Annual Meeting of Shareholders and shall provide notice of such meeting to Nasdaq." The Company has and will continue to abide by this rule.
3) "Marketplace Rule 4350(g) Solicitation of Proxies. Each issuer shall solicit proxies and provide proxy statements for all meetings of shareholders and shall provide copies of such proxy solicitation to Nasdaq." The Company had issued an Information Statement 14C under the proxy rules where proxies were not solicited. The Company will comply with this rule and solicit proxies and issue a proxy statement 14A within 30 days for the Shareholder Annual Meeting set for Monday, June 16, 2003 at 10:00 a.m.
Stockholders are encouraged to attend our Annual Meeting and personally discuss your Company's prospects with management.
About Bridge Technology, Inc.
Bridge Technology, Inc. is a "time-to-market" company that distributes digital recording, storage, and communication components and sub-assembly units, primarily to long standing OEM customers. The Company operates through subsidiaries in the United States, and Hong Kong. More information on Bridge Technology, Inc. may be obtained over the Internet at www.bridgeus.com.
Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995: The statements contained in this release, which are not historical facts, may be deemed to contain forward-looking statements including, but not limited to, deployment of new services, growth of the customer base, and growth of the service area, among other items. Actual results may differ materially from those anticipated in any forward-looking statement with regard to magnitude, timing, or other factors. Deviation may result from risk and uncertainties, including, without limitation, the Company's dependence on third parties, market conditions for the sale of services, technical factors affecting networks, availability of capital, and other risks and uncertainties. The Company disclaims any obligation to update information contained in any forward-looking statement.