The Real Good Food Company Receives Nasdaq Notice Regarding Potential Delisting
The Real Good Food Company (Nasdaq: RGF) has received a notice from Nasdaq regarding potential delisting due to non-compliance with listing rules. The company failed to file required periodic financial reports with the SEC in a timely manner. Nasdaq has initiated a delisting process, determining that RGF would not be able to become fully current by October 14, 2024. RGF plans to request a hearing before an independent Panel, which will automatically stay any suspension or delisting action through October 4, 2024. The company will seek an extended stay through the hearing process, with the maximum extension possible running through April 11, 2025. However, there is no guarantee that RGF will regain compliance or receive further extensions.
La Real Good Food Company (Nasdaq: RGF) ha ricevuto una comunicazione da Nasdaq riguardo a un possibile delisting a causa del non rispetto delle regole di quotazione. L'azienda non 猫 riuscita a presentare i rapporti finanziari periodici richiesti alla SEC in modo tempestivo. Nasdaq ha avviato un processo di delisting, determinando che RGF non sarebbe in grado di essere completamente in regola entro il 14 ottobre 2024. RGF ha intenzione di richiedere un'udienza davanti a un Comitato indipendente, che sospender脿 automaticamente qualsiasi azione di sospensione o delisting fino al 4 ottobre 2024. L'azienda cercher脿 un'ulteriore sospensione attraverso il processo di udienza, con l'estensione massima possibile fino all'11 aprile 2025. Tuttavia, non vi 猫 alcuna garanzia che RGF ripristiner脿 la conformit脿 o ricever脿 ulteriori estensioni.
La Real Good Food Company (Nasdaq: RGF) ha recibido un aviso de Nasdaq sobre un posible deslistado debido al incumplimiento de las reglas de cotizaci贸n. La empresa no present贸 a tiempo los informes financieros peri贸dicos requeridos a la SEC. Nasdaq ha iniciado un proceso de deslistado, determinando que RGF no podr铆a estar completamente al d铆a para el 14 de octubre de 2024. RGF planea solicitar una audiencia ante un Panel independiente, que suspender谩 autom谩ticamente cualquier acci贸n de suspensi贸n o deslistado hasta el 4 de octubre de 2024. La empresa buscar谩 una pr贸rroga a trav茅s del proceso de audiencia, siendo la extensi贸n m谩xima posible hasta el 11 de abril de 2025. Sin embargo, no hay garant铆a de que RGF recupere el cumplimiento o reciba m谩s extensiones.
Real Good Food Company (Nasdaq: RGF)電 靸侅灔 攴滌爼 氙胳靾橂 鞚疙暅 鞛犾灛鞝 靸侅灔 韽愳鞐 雽頃 Nasdaq鞙茧攵韯 韱奠毳 氚涭晿鞀惦媹雼. 須岇偓電 SEC鞐 頃勳垬鞝侅澑 鞝曣赴 鞛 氤搓碃靹滊ゼ 鞝滊晫 鞝滌稖頃橃 氇豁枅鞀惦媹雼. Nasdaq鞚 RGF臧 2024雲 10鞗 14鞚缄箤歆 鞕勳爠頃 順勳灛 靸來儨臧 霅 靾 鞐嗠嫟瓿 韺愲嫧頃橃棳 靸侅灔 韽愳 鞝堨皑毳 鞁滌瀾頄堨姷雼堧嫟. RGF電 霃呺 韺剱 鞎烄棎靹 觳須岆ゼ 鞖旍箔頃 瓿勴殟鞛呺媹雼, 鞚措姅 2024雲 10鞗 4鞚缄箤歆 氇摖 鞝曥 霕愲姅 靸侅灔 韽愳 臁办箻毳 鞛愲彊鞙茧 鞐瓣赴頃橁矊 霅╇媹雼. 須岇偓電 觳須 瓿检爼鞐愳劀 鞐办灔鞚 鞖旍箔頃 瓴冹澊氅, 斓滊寑 鞐办灔 旮瓣皠鞚 2025雲 4鞗 11鞚缄箤歆鞛呺媹雼. 頃橃毵 RGF臧 欷靾橂ゼ 鞛殞氤淀晿瓯半倶 於旉皜 鞐办灔鞚 氚涭潉 瓴冹澊霛茧姅 氤挫灔鞚 鞐嗢姷雼堧嫟.
La Real Good Food Company (Nasdaq: RGF) a re莽u un avis de Nasdaq concernant un potentiel delisting en raison d'une non-conformit茅 aux r猫gles de cotation. L'entreprise n'a pas r茅ussi 脿 d茅poser 脿 temps les rapports financiers p茅riodiques requis aupr猫s de la SEC. Nasdaq a engag茅 un processus de delisting, d茅terminant que RGF ne serait pas en mesure de se mettre compl猫tement en conformit茅 d'ici le 14 octobre 2024. RGF pr茅voit de demander une audience devant un panel ind茅pendant, ce qui suspendra automatiquement toute action de suspension ou de delisting jusqu'au 4 octobre 2024. L'entreprise cherchera 脿 prolonger cette suspension pendant le processus d'audience, la prolongation maximale possible allant jusqu'au 11 avril 2025. Cependant, il n'y a aucune garantie que RGF r茅cup茅rera sa conformit茅 ou recevra d'autres prolongations.
Die Real Good Food Company (Nasdaq: RGF) hat eine Mitteilung von Nasdaq 眉ber eine m枚gliche Delistung aufgrund der Nichteinhaltung der Zulassungsregeln erhalten. Das Unternehmen hat es vers盲umt, die erforderlichen regelm盲脽igen Finanzberichte rechtzeitig bei der SEC einzureichen. Nasdaq hat ein Delistungsverfahren eingeleitet und festgestellt, dass RGF bis zum 14. Oktober 2024 nicht vollst盲ndig compliancef盲hig sein wird. RGF plant, eine Anh枚rung vor einem unabh盲ngigen Gremium zu beantragen, was automatisch alle Suspendierungs- oder Delistungsma脽nahmen bis zum 4. Oktober 2024 aussetzen wird. Das Unternehmen wird eine Verl盲ngerung bis zum Anh枚rungsprozess anstreben, wobei die maximal m枚gliche Verl盲ngerung bis zum 11. April 2025 l盲uft. Es gibt jedoch keine Garantie, dass RGF die Compliance wiederherstellt oder weitere Verl盲ngerungen erh盲lt.
- None.
- Potential delisting from Nasdaq due to non-compliance with listing rules
- Failure to file required periodic financial reports with the SEC in a timely manner
- Risk of suspension or delisting if compliance is not achieved or extensions not granted
- Uncertainty regarding the company's ability to regain compliance with Nasdaq listing requirements
Insights
The Nasdaq delisting notice for Real Good Foods (RGF) is a significant red flag for investors. This stems from the company's failure to file timely financial reports, which is important for maintaining transparency and investor trust. The extended non-compliance period suggests deeper financial or operational issues that RGF hasn't resolved.
While RGF plans to appeal, the chances of maintaining its listing seem slim. Even if granted the maximum extension to April 2025, the company's inability to file reports for an extended period raises serious concerns about its financial health and management capabilities. This situation often leads to reduced liquidity, making it harder for investors to trade shares. It may also trigger covenant breaches in debt agreements, potentially accelerating financial distress.
Investors should be extremely cautious. The lack of current financial information makes it nearly impossible to accurately assess RGF's value or risks. This uncertainty typically leads to increased volatility and potential for significant losses.
The Nasdaq delisting notice presents serious legal and regulatory challenges for Real Good Foods. Failure to comply with SEC filing requirements not only jeopardizes the company's listing status but also exposes it to potential enforcement actions by the SEC.
The company's decision to request a hearing is a standard procedural move, but it's important to note that this doesn't guarantee a favorable outcome. The Panel's discretion is and without substantial progress in filing the required reports, RGF's chances of maintaining its listing are slim.
Investors should be aware that delisting often triggers shareholder lawsuits, especially if there's a suspicion of intentional non-disclosure or mismanagement. Additionally, the lack of timely financial reporting could be interpreted as a breach of fiduciary duty by the company's management and board, potentially leading to further legal complications.
The potential delisting of Real Good Foods from Nasdaq could have far-reaching market implications. In the health and wellness frozen food sector, RGF's struggles may create opportunities for competitors to gain market share. Investors might shift their focus to more stable companies in this niche, potentially benefiting firms like Conagra Brands or Nomad Foods.
This situation also highlights the increasing scrutiny on companies in the health food space, where growth expectations are high. RGF's troubles could lead to a broader reassessment of valuations in this sector, particularly for smaller, less established players.
From a broader perspective, this case serves as a cautionary tale for investors in high-growth, niche food companies. It underscores the importance of robust financial reporting and transparency, especially in a market where consumer trends can shift rapidly. The incident may prompt increased due diligence on similar companies, potentially affecting valuations across the specialty food industry.
CHERRY HILL, N.J., Sept. 18, 2024 (GLOBE NEWSWIRE) -- (Nasdaq: RGF) (鈥淩eal Good Foods鈥 or the 鈥淐ompany鈥), a leading health and wellness frozen and refrigerated foods company, announced that on September 12, 2024, it received a notification from The Nasdaq Stock Market LLC (鈥淣asdaq鈥) informing the Company that Nasdaq has initiated a process that could result in the delisting of the Company鈥檚 securities from Nasdaq due to the Company鈥檚 failure to comply with Nasdaq Listing Rule 5250(c)(1) (the 鈥淟isting Rule鈥), which requires listed companies to file in a timely manner all required periodic financial reports with the Securities and Exchange Commission (the 鈥淪EC鈥). The Nasdaq Staff has determined that the Company would not be able to become fully current with regards to the Company鈥檚 late filings by October 14, 2024 (the maximum extent of the Staff鈥檚 discretion under the Listing Rules), and as a result, the Staff determined to initiate the delisting process. Accordingly, the Company intends to timely request a hearing before an independent Hearings Panel (the 鈥淧anel鈥). The hearing request will automatically stay any suspension or delisting action through October 4, 2024. Concurrent with the hearing request, the Company intends to seek, subject to the Panel鈥檚 discretion, an extended stay of suspension or delisting through the pendency of the hearing and the expiration of any additional extension period granted by the Panel following the hearing. Pursuant to the Nasdaq Listing Rules, the maximum amount of time that can be granted by the Panel runs through April 11, 2025.聽聽
Despite the efforts described above, there can be no assurance that the Company will ultimately regain compliance with all applicable requirements for continued listing or that the Panel will grant the Company a further extension.
About Real Good Food Company
Real Good Foods (Nasdaq: RGF) is a leading health and wellness frozen and refrigerated foods company, providing a better way to enjoy your favorite foods. The Company鈥檚 mission is to provide 鈥淩eal Food You Feel Good About Eating鈥, making delicious, nutritious foods that are low in sugar, low in carbohydrates and high in protein. The Real Good Foods family of products includes breakfast, lunch, dinner, and snacks 鈥 available in over 16,000 stores nationwide with additional direct-to-consumer options.
To learn more, please visit our website at or join us on social media @realgoodfoods 鈥 where we maintain some of the largest followings in the frozen food industry today.
Forward-Looking Statements
This press release contains "forward-looking statements" within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995, which statements are subject to considerable risks and uncertainties. Forward-looking statements include all statements other than statements of historical fact contained in this press release, including statements regarding the timing of the filing of Company鈥檚 late periodic reports and amendments to prior periodic reports, the Company鈥檚 plan to request a hearing to appeal its delisting determination by Nasdaq, and the Company鈥檚 plan to request various extension periods to regain compliance with the Listing Rule. The Company has attempted to identify forward-looking statements by using words such as 鈥渁nticipate,鈥 "believe," "estimate," "expect," "intend," "may," "plan," "predict," "project," "should," "will," or "would," and similar expressions or the negative of these expressions.
Forward-looking statements represent management's current expectations and predictions about trends affecting the Company鈥檚 business and industry and are based on information available as of the time such statements are made. Although the Company does not make forward-looking statements unless it believes it has a reasonable basis for doing so, it cannot guarantee their accuracy or completeness. Forward-looking statements involve numerous known and unknown risks, uncertainties and other factors that may cause its actual results, performance or achievements to be materially different from any future results, performance or achievements predicted, assumed or implied by the forward-looking statements. Some of the risks and uncertainties that may cause its actual results to materially differ from those expressed or implied by these forward-looking statements, including the risk of further delays in the filing of the Company鈥檚 late periodic reports and restated financial statements in amendments to prior periodic reports, the discovery of additional information regarding the error identified in the Company鈥檚 previously issued consolidated financial statements, the scope of the anticipated restatement of previously issued financial statements as a result of the error, the remediation by management and the Company鈥檚 independent registered public accounting firm of the identified material weaknesses in internal control over financial reporting, the Panel鈥檚 determination following the Company鈥檚 appeal of its delisting decision, the Panel鈥檚 decision whether or not to grant the Company various extension periods following the submission of a hearing request to regain compliance with the Listing Rule, the Company鈥檚 ability to regain compliance with the Listing Rule and other continued listing standards and other risk factors described in the section entitled "Risk Factors" in its Annual Report on Form 10-K for the year ended December 31, 2022 and other documents filed with or furnished to the SEC by the Company from time to time. These forward-looking statements speak only as of the date of this press release. Except as required by law, the Company undertakes no obligation to publicly release the result of any revisions to these forward-looking statements to reflect the impact of events or circumstances that may arise after the date of this press release.
Investor Relations Contact
The Real Good Food Company
3 Executive Campus, Suite 155
Cherry Hill, NJ 08002
FAQ
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