Burgundy Technology Acquisition Corporation Receives Notification From Nasdaq Related To Delayed Quarterly Report
03 Giugno 2021 - 10:14PM
Business Wire
Burgundy Technology Acquisition Corporation (NASDAQ: BTAQ) (the
“Company”), today announced it received a notice (the “Notice”) on
May 28, 2021 from the Listing Qualifications Department of The
Nasdaq Stock Market (“Nasdaq”) indicating that as a result of the
Company’s failure to timely file its Quarterly Report on Form 10-Q
for the period ended March 31, 2021 (the “Quarterly Report”), the
Company no longer complies with the continued listing requirements
set forth in Nasdaq Listing Rule 5250(c)(1). The Notice has no
immediate impact on the listing of the Company’s securities, which
will continue to trade on the Nasdaq Capital Market, subject to the
Company’s compliance with other applicable continued listing
requirements.
As previously disclosed in the Current Report on Form 8-K filed
by the Company on May 14, 2021, on April 12, 2021, the staff of the
U.S. Securities and Exchange Commission (the “SEC”) issued a
statement pertaining to Special Purpose Acquisition Companies
(“SPACs”) entitled “Staff Statement on Accounting and Reporting
Considerations for Warrants Issued by Special Purpose Acquisition
Companies” (the “SEC Staff Statement”). In the SEC Staff Statement,
the SEC staff expressed its view that certain terms and conditions
common to SPAC warrants may require the warrants to be classified
as liabilities on the SPAC’s balance sheet as opposed to equity.
Since issuance on August 31, 2020, the outstanding warrants
(“Warrants”) to purchase Class A ordinary shares of the Company
were accounted for as equity within the Company’s balance
sheet.
As disclosed in the Current Report on Form 8-K filed by the
Company on May 14, 2021, the Company’s audit committee (the “Audit
Committee”) concluded that, in light of the SEC Staff Statement and
after discussion with the Company’s management, it is appropriate
to restate the Company’s previously issued audited financial
statements as of December 31, 2020 and for the period from June 4,
2020 (inception) through December 31, 2020. The Company intends to
file an amendment to its Annual Report on Form 10-K for the fiscal
year ended December 31, 2020 (the “Amended 10-K”), which will
include the restated audited financial statements of the Company as
of December 31, 2020 and for the period from June 4, 2020
(inception) through December 31, 2020. Given the scope of the
process for evaluating the impact of the SEC Staff Statement on the
Company’s financial statements and the Company’s management’s focus
on preparing the Amended 10-K containing restated financial
statements for the year ended December 31, 2020, the Company was
unable to complete and file the Quarterly Report by the required
due date of May 17, 2021. On May 18, 2021, the Company filed a Form
12b-25 Notification of Late Filing with the SEC related to the
Quarterly Report. The Company is working diligently to prepare and
file the Amended 10-K and the Quarterly Report as soon as
reasonably practicable.
The Notice advises that under Nasdaq rules, the Company now has
60 calendar days from the date of the Notice to submit a plan to
regain compliance with Nasdaq’s continued listing requirements. If
Nasdaq accepts the plan, Nasdaq may grant an exception of up to 180
calendar days from the filing due date to regain compliance. If
Nasdaq does not accept the plan, the Company will have the
opportunity to appeal that decision to a Nasdaq Hearings Panel.
About The Company
The Company is an early stage blank check company incorporated
on June 4, 2020 as a Cayman Islands exempted company and
incorporated for the purpose of effecting a merger, share exchange,
asset acquisition, stock purchase, reorganization or similar
business combination with one or more businesses. The Company has
generated no operating revenues to date and will not generate
operating revenues until it consummates its initial business
combination.
For more information, please visit
www.BurgundyTechnology.com.
Forward‐Looking Statements
These forward-looking statements are subject to known and
unknown risks, uncertainties and assumptions about the Company that
may cause actual results, levels of activity, performance or
achievements to be materially different from any future results,
levels of activity, performance or achievements expressed or
implied by such forward-looking statements. In some cases, you can
identify forward-looking statements by terminology such as “may,”
“should,” “could,” “would,” “expect,” “plan,” “anticipate,”
“believe,” “estimate,” “continue,” or the negative of such terms or
other similar expressions. Such statements include, but are not
limited to, statements other than statements of historical
fact.
Important factors, among others, that may affect actual results
or outcomes include the inability to timely prepare and file the
Amended 10-K and the Quarterly Report; costs related to the Company
and its potential business combination; the inability to maintain
the listing of the Company’s shares on Nasdaq; potential litigation
involving the Company; changes in applicable laws or regulations;
the possibility that the Company may be adversely affected by other
economic, business, and/or competitive factors; and the impact of
the continuing COVID-19 pandemic on the Company’s business. The
Company does not undertake any obligation to update or revise any
forward-looking statements, whether as a result of new information,
future events or otherwise, except as required by law.
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version on businesswire.com: https://www.businesswire.com/news/home/20210603006028/en/
James Mackey Email: Jim.Mackey@BurgundyTechnology.com Phone: +44
20 7129 1152
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