SAN
DIEGO, May 11, 2023 /PRNewswire/ -- TuSimple
(Nasdaq: TSP) today announced that on May 5,
2023, TuSimple Holdings Inc. (the "Company") received a
notice (the "Notice") from The Nasdaq Stock Market LLC ("Nasdaq")
indicating that, as a result of the Company not having timely filed
its Quarterly Report on Form 10-Q for the period ended September 30, 2022 (the "Form 10-Q") and its
Annual Report on Form 10-K for the fiscal year ended December 31, 2022 (the "Form 10-K"), the Company
is not in compliance with Nasdaq Listing Rule 5250(c)(1) (the
"Listing Rule") and Nasdaq has determined to deny the Company's
request for continued listing on Nasdaq. The Notice indicated that
unless the Company appeals the delisting determination, which it
intends to do, trading of the Company's common stock will be
suspended at the opening of business on May 15, 2023.
The Company intends to appeal the Nasdaq's delisting
determination to the Nasdaq Hearings Panel (the "Hearings Panel")
and request an extended stay of the suspension of trading of the
Company's securities until the date of such hearing. Hearings are
typically scheduled to occur approximately 30 to 45 days after the
date of the hearing request. However, there can be no assurance
that the request for a stay or appeal before the Hearings Panel
will be successful or that the Form 10-Q and Form 10-K will be
filed in a timely manner or at all.
On May 10, 2023, the Audit
Committee of the Board of Directors of the Company (the "Audit
Committee") approved the appointment of UHY LLP ("UHY") as the
Company's new independent registered public accounting firm for the
fiscal year ended December 31, 2022.
During the Company's two most recent fiscal years (fiscal years
ended December 31, 2021 and
December 31, 2022) and the subsequent
interim period through May 10, 2023,
neither the Company nor anyone on its behalf consulted UHY
regarding any of the matters set forth in Item 304(a)(2)(i) or (ii)
of Regulation S-K.
We believe that selecting and engaging a new independent
registered public accounting firm is an important step. Now that
UHY has been appointed, we expect that work on the Form 10-Q and
Form 10-K will commence immediately. The Company is working
expeditiously on a detailed plan to present to the Hearings Panel
in an effort to regain compliance with the Listing Rule. While the
Company can provide no assurance as to timing, the Company plans to
file the Form 10-Q and Form 10-K as soon as practicably
possible.
About TuSimple
TuSimple is a global autonomous driving technology company
headquartered in San Diego,
California, with operations in Arizona, Europe, and Asia. Founded in 2015, TuSimple is developing
a commercial-ready, fully autonomous (SAE Level 4) driving solution
for long-haul heavy-duty trucks. TuSimple aims to transform the
$4 trillion global truck freight
industry through the company's leading AI technology, which makes
it possible for trucks to see 1,000 meters away, operate nearly
continuously, and reduce fuel consumption by 10%+ relative to
manually driven trucks. Visit us at www.tusimple.com.
Forward-Looking Statements
This press release contains forward-looking statements,
including statements regarding the Company's ability to remain
listed on Nasdaq. These statements are based on current
expectations as of the date of this press release and involve a
number of risks and uncertainties, which may cause results to
differ materially from those indicated by these forward-looking
statements. Many important factors could cause actual future events
to differ materially from the forward-looking statements in this
press release, including but not limited to those related to the
new independent registered public accounting firm's ability to
complete its reviews and audit on the timeline anticipated, the
Company's ability to complete the Form 10-Q and Form 10-K within
the anticipated time period, Nasdaq's decision regarding whether
and when to grant and schedule a hearing before the Hearings Panel,
the Company's ability to regain compliance with Nasdaq listing
standards, the Company's restructuring plan including potential
cost-savings, autonomous driving being an emerging technology, the
development of the Company's technologies and products, the
Company's limited operating history in a new market, the
regulations governing autonomous vehicles, changes in the Company's
board of directors and senior management, the Company's dependence
on its senior management team, reliance on third-party suppliers,
potential product liability or warranty claims, the protection of
the Company's intellectual property, securities class action
litigation, strategic alternatives for the Company's Asia business, and government or regulatory
policies, inquiries and actions. Moreover, the Company operates in
a competitive and rapidly changing environment, and new risks may
emerge from time to time. The foregoing list of factors is not
exhaustive.
You should carefully consider the foregoing factors and the
other risks and uncertainties described under the caption "Risk
Factors" in our most recent annual report on Form 10-K, filed
with the SEC on February 24, 2022,
and the Company's other filings with the SEC. These SEC filings
identify and address other important risks and uncertainties that
could cause actual events and results to differ materially from
those contained in the forward-looking statements. Forward-looking
statements speak only as of the date they are made. Readers are
cautioned not to put undue reliance on forward-looking statements,
and we assume no obligation and do not intend to update or revise
these forward-looking statements, whether as a result of new
information, future events, or otherwise. We do not give any
assurance that we will achieve our expectations.
Media Contact
TuSimple PR Team, pr@tusimple.ai
Investor Relations Contact
Ryan Amerman,
ryan.amerman@tusimple.ai
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SOURCE TuSimple Holdings, Inc.