Following SEC guidance regarding the treatment of warrants on the balance sheet, TZP Strategies Acquisition Corp. announces receipt of standard Nasdaq listing notice
NEW YORK, May 28, 2021 / PRNewswire / – TZP Strategies Acquisition Corp. (Nasdaq: TZPS) (the “Company”) today announced that it has received a default letter from the Nasdaq Capital Market (“Nasdaq”) regarding the Company’s failure to file its timely quarterly report on Form 10-Q for the quarter ended March 31, 2021 (the “Form 10-Q”) as required by Section 5250 (c) of the Nasdaq Rules and Regulations.
At April 12, 2021, Securities and Exchange Commission (“SEC”) staff issued a “Staff Statement on Accounting and Reporting Considerations for Warrants Issued by Special Purpose Acquisition Companies (” SPAC “) (The “Declaration”), which clarified the guidance for all PSPCs of related companies with respect to the accounting and reporting of their vouchers. The immediacy of the effective date of the new guidance set out in the Declaration has leads a significant number of PSPCs to reassess the accounting treatment of their warrants with their professional advisers, including auditors and other advisers responsible for assisting PSPCs in preparing financial statements. This, in turn, caused the company to delay in preparing and finalizing its financial statements as of the quarter ended. March 31, 2021 and file its Form 10-Q with the SEC on time.
Under NASDAQ Listing Rule 5810 (c) (2) (F) (i), the company generally has up to 60 calendar days from the date of the waiting letter to submit a plan to NASDAQ. (the “Compliance Plan”) to restore compliance with the NASDAQ Listing Rules. The Company intends to file its 10-Q to remedy the deficiency before the deadline for submitting a compliance plan.
The Company believes that the change in SEC guidelines does not affect its strategy for acquiring a target business or its financial performance. The Company complies with all other Nasdaq continuous listing standards. The Company plans to file Form 10-Q as quickly as possible and does not anticipate any risk of non-compliance with the 60-day Nasdaq remediation deadline.
Caution Regarding Forward-Looking Statements
Certain statements in this press release are “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and are subject to the Safe Harbor so created. In some cases, forward-looking statements may be identified by terminology such as “may”, “will”, “could”, “would”, “should”, “expect”, “plan”, “anticipate”, ” will hear “,” “believe”, “estimate”, “predict”, “potential”, “prospect”, “indication” or the negative of these terms or other comparable terminology. These statements are based on current beliefs and expectations of the management and are subject to significant risks and uncertainties. The above statements regarding the impact of the statement on the financial statements of the company, as well as the effect of the review on any periodic filing with the SEC , including the timing of filing Form 10-Q, are forward-looking statements based on the current expectations of the company. Since such forward-looking statements involve risks and uncertainties, there are important factors that could affect so that the events Future ents differ materially from those contained in forward-looking statements, many of which are beyond the control of the Company. These factors include, but are not limited to, a variety of risk factors affecting the business and prospects of the Company, see the section entitled “Risk Factors” in the Company’s Prospectus filed with the SEC on January 20, 2021 and subsequent reports filed with the SEC, as amended from time to time. All forward-looking statements are made only as of the date hereof, and except as otherwise provided by applicable securities laws, the Company disclaims any intention or obligation to update or revise any forward-looking statement, whether at new information, future events. or otherwise.
SOURCE TZP Group