RMG Acquisition Corp. III Receives Expected Notice From Nasdaq Regarding Delayed Quarterly Report
02 Giugno 2021 - 2:27AM
Business Wire
RMG Acquisition Corp. III (the “Company”) announced that, on May
28, 2021, it received a notice (“Notice”) from the Listing
Qualifications Department of The Nasdaq Stock Market (“Nasdaq”)
stating that the Company is not in compliance with Nasdaq Listing
Rule 5250(c)(1) (the “Rule”) because the Company failed to timely
file its Quarterly Report on Form 10-Q for the quarter ended March
31, 2021 (the “Form 10-Q”) with the Securities and Exchange
Commission (“SEC”). The Notice has no immediate effect on the
listing or trading of the Company’s securities on the Nasdaq
Capital Market.
As previously disclosed in the Form 12b-25 filed on May 18, 2021
by the Company, on April 12, 2021, the Acting Director of the
Division of Corporation Finance and Acting Chief Accountant of the
SEC together issued a statement regarding the accounting and
reporting considerations for warrants issued by special purpose
acquisition companies entitled “Staff Statement on Accounting and
Reporting Considerations for Warrants Issued by Special Purpose
Acquisition Companies” (the “SEC Statement”). As result of the SEC
Statement, the Company’s management reevaluated the accounting
treatment of (i) the redeemable warrants that were included in the
units issued by the Company in its initial public offering and (ii)
the redeemable warrants that were issued in a private placement
(collectively, the “Warrants”), and concluded that the Warrants
should be reclassified as derivative liabilities.
Under Nasdaq rules, the Company has 60 calendar days from the
date of the Notice, or until July 27, 2021, to submit a plan to
regain compliance with the Rule. If Nasdaq accepts the Company's
plan, then Nasdaq may grant an exception of up to 180 calendar days
from the due date of the Form 10-Q or until November 15, 2021, to
regain compliance. The Company is continuing to review the impacts
of the SEC Statement on the Company’s unaudited financial
statements for the quarterly period ended March 31, 2021 and is
working diligently to complete the Form 10-Q as soon as reasonably
practicable with the intention of regaining compliance.
ABOUT RMG ACQUISITION CORP. III
RMG Acquisition Corp. III is a blank check company formed for
the purpose of entering into a merger, capital stock exchange,
asset acquisition, stock purchase, reorganization or similar
business combination with one or more businesses.
FORWARD-LOOKING STATEMENTS
This press release contains statements that constitute
“forward-looking statements.” Forward-looking statements are
subject to numerous conditions, many of which are beyond the
control of the Company, including those set forth in the Risk
Factors section of the Company’s prospectus dated February 5, 2021,
filed with the SEC. Copies of these documents are available on the
SEC’s website, www.sec.gov. The Company undertakes no obligation to
update these statements for revisions or changes after the date of
this release, except as required by law.
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version on businesswire.com: https://www.businesswire.com/news/home/20210601006118/en/
Investor Contact: Philip Kassin President & COO RMG
Acquisition Corp. III 57 Ocean Suite 403 5775 Collins Avenue Miami
Beach, Florida 33140 Telephone: (212) 785-2579 Email:
pkassin@rmginvestments.com
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