Revolution Lighting Receives Delisting Determination Letter from Nasdaq
08 Maio 2019 - 9:05AM
Revolution Lighting Technologies, Inc. (NASDAQ: RVLT) (“Revolution
Lighting” or the “Company”), a global provider of advanced LED
lighting solutions, announced today that on May 2, 2019, the
Company received a delisting determination letter from the staff of
the Listing Qualifications Department of the Nasdaq Stock Market,
informing the Company that the staff has determined to delist the
Company’s common stock from Nasdaq as a result of the Company’s not
being in compliance with Listing Rule 5250(c)(1) (the “Financial
Reporting Rule”) due to the Company’s delay in filing its Annual
Report on Form 10-K for the fiscal year ended December 31, 2018 and
its Quarterly Report on Form 10-Q for the fiscal quarter ended
September 30, 2018 (the “Delayed Reports”). The Financial Reporting
Rule requires listed companies to timely file all required periodic
financial reports with the Securities Exchange Commission (the
“SEC”). The determination letter further noted that, unless the
Company requests an appeal, trading of the Company’s common stock
on the Nasdaq Capital Market will be suspended at the opening of
business on May 13, 2019, and a Form 25-NSE will be filed with the
SEC removing the Company’s common stock from listing and
registration on Nasdaq.
The Company intends to timely request a hearing before a Nasdaq
Hearings Panel (the “Panel”) to present its plan to regain
compliance with the Financial Reporting Rule, which request will
stay the suspension of the Company’s common stock for a period of
15 days from the date of the request. In connection with its
request for a hearing, the Company also intends to request a stay
of the suspension of trading and delisting of the Company’s common
stock while the appeals process is pending. The Panel will notify
the Company of its decision to allow the Company’s common stock to
continue to trade on the Nasdaq Capital Market pending the Panel’s
decision no later than 15 days following the deadline to request
the hearing. The Panel may, in its discretion, determine to
continue the Company’s listing pursuant to an exception to the
Financial Reporting Rule for a maximum of 360 calendar days from
the due date of the first Delayed Report, which would be through
November 4, 2019. There can be no assurance that the Panel will
grant a stay of the suspension of trading and delisting while the
appeals process is pending or any exception to the Financial
Reporting Rule.
The Company has been unable to timely file the Delayed Reports
due to the previously disclosed, ongoing review by the Company’s
Audit Committee to assess the accuracy of the Company’s previously
filed financial statements, the focus of which is to review the
extent to which the Company incorrectly recognized revenue with
respect to bill and hold transactions from 2014 until the second
quarter of fiscal 2018, and to determine whether the Company’s
accounting for those transactions led to material errors in its
financial statements. As disclosed earlier today, the Company
has determined to restate its consolidated financial statements as
of and for each of the fiscal years ended December 31, 2014, 2015,
2016 and 2017, as well as each fiscal quarter of the fiscal year
ended December 31, 2017 and the first two fiscal quarters of the
fiscal year ended December 31, 2018. In addition, the Company
is cooperating with an ongoing investigation by the SEC relating to
certain revenue recognition practices, including bill and hold
transactions that occurred from 2014 through the second quarter of
2018. The Company intends to continue its efforts to regain
compliance with the Financial Reporting Rule as soon as practicable
after the Audit Committee’s investigation is complete, the restated
financial statements are completed, and, where applicable, they
have been audited, and the required Delayed Reports have been
finalized.
As previously disclosed in the Company’s Form 8-K filed on
January 4, 2019, Nasdaq has also notified the Company that it is
not in compliance with Nasdaq Listing Rule 5550(a)(2), which
requires the Company to maintain a minimum bid price of at least
$1.00 per share.
About Revolution Lighting
Revolution Lighting Technologies, Inc. is a leader in the
design, manufacture, marketing, and sale of LED lighting solutions
focusing on the industrial, commercial and government markets in
the United States, Canada, and internationally. Through advanced
LED technologies, Revolution Lighting has created an innovative
lighting company that offers a comprehensive advanced product
platform of high-quality interior and exterior LED lamps and
fixtures, including signage and control systems. Revolution
Lighting is uniquely positioned to act as an expert partner,
offering full service lighting solutions through our operating
divisions including Energy Source, Multi-Family and Tri-State LED
to transform lighting into a source of superior energy savings,
quality light and well-being. Revolution Lighting Technologies
markets and distributes its products through a network of regional
and national independent sales representatives and distributors, as
well as through energy savings companies and national accounts.
Revolution Lighting Technologies trades on the Nasdaq Capital
Market under the ticker RVLT. For more information, please visit
rvlti.com and connect with the Company on Twitter, LinkedIn and
Facebook.
Forward-Looking Statements
Except for statements of historical fact, the matters discussed
herein are “forward-looking statements” within the meaning of the
applicable securities laws and regulations. The words “will,”
“may,” “estimates”, “expects,” “intends,” “believes” and similar
expressions are intended to identify forward-looking statements,
although not all forward-looking statements contain these
identifying words. Forward-looking statements, including statements
regarding when the Company will file its Delayed Reports and
whether the Company will regain compliance with Nasdaq’s continued
listing requirements, involve risks and uncertainties that may
cause actual results to differ materially from those stated here.
Factors that could cause actual results to differ materially from
those in the forward-looking statements include, but are not
limited to, the risk that the Panel will not grant a stay of the
suspension of the trading of the Company’s common stock past the 15
day initial stay, and the other risks described more fully in the
Company’s filings with the SEC. Forward-looking statements reflect
the views of the Company’s management as of the date hereof. The
Company does not undertake to revise these statements to reflect
subsequent developments.
RVLT Investor Relations Contact:Amato and Partners, LLCInvestor
Relations Counseladmin@amatoandpartners.com
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