National Presto Industries, Inc. (NYSE:NPK) Files An 8-K Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing
Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing
Due to the delay of National Presto Industries, Inc. (the “Company”) in filing its Quarterly Report on Form 10-Q for the quarter ended June 30, 2019 (the “Form 10-Q”), it received a notice from the New York Stock Exchange (the “NYSE”) stating that the Company is not in compliance with the NYSE’s continued listing requirements under the timely filing criteria established in Section 802.01E of the NYSE Listed Company Manual. The Company has been proactive in communicating with the NYSE regarding the late Form 10-Q filing, and on August 15, 2019, the Company received the notification as a matter of course under the NYSE rules.
As the Company reported in its Form 12b-25 filed with the Securities and Exchange Commission (“SEC”) on August 9, 2019, the reason for the delay is the additional time needed by the Company to compile and analyze supporting documentation that is necessary for the Company’s independent registered public accounting firm to complete its review of the Form 10-Q. The Company intends to file its Form 10-Q with the SEC as soon as practicable after the Company’s independent registered public accounting firm has completed its review of the Form 10-Q.
In accordance with NYSE rules, the Company has contacted the NYSE to discuss the status of the late filing and issued a press release on August 20, 2019 pertaining to the late filing, which is included as Exhibit 99.1 to this Form 8-K. The NYSE informed the Company that, under NYSE rules, the Company will have six months from the Form 10-Q due date to file the Form 10-Q with the SEC. If the Company fails to file the late report and all other periodic reports with subsequent due dates within six months of the filing due date of the late report, the NYSE may, in its sole discretion, allow the Company’s common stock to trade for up to an additional six months depending on certain circumstances. The Company can regain compliance with the NYSE listing standards at any time prior to that date by filing its Form 10-Q with the SEC. The NYSE notice also states that the NYSE reserves the right to commence delisting proceedings at any time if circumstances warrant.
Cautionary Statement Regarding Forward-Looking Statements
This filing contains “forward looking statements” made to the safe harbor provision of the Private Securities Litigation Reform Act of 1995 that are subject to certain risks and uncertainties, as well as assumptions, that could cause actual results to differ materially from historical results and those presently anticipated or projected. Forward-looking statements in this filing include the Company’s expectations as to the anticipated timing of the filing of the Company’s Form 10-Q for the quarter ended June 30, 2019. Factors that may cause future results to differ materially from management’s current expectations include, among other things, that the completion of the review procedures and the filing of the Form 10-Q may take longer than expected. The Company cautions not to place undue reliance on forward-looking statements, which speak only as of the date hereof. The Company disclaims any obligation to update these forward-looking statements. In addition to the factors discussed above, other important risk factors are delineated in the Company’s various SEC filings.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
| By: | /s/ Maryjo Cohen | ||
| ( NATIONAL PRESTO INDUSTRIES INC Exhibit EX-99.1 2 presto191711_ex991.htm PRESS RELEASE DATED AUGUST 20,… To view the full exhibit click here
About National Presto Industries, Inc. (NYSE:NPK) National Presto Industries, Inc. (National Presto) manufactures pressure cookers and canners, ammunition and private label adult incontinence products. The Company operates in three segments: Housewares/Small Appliance, which designs, markets and distributes housewares and small electrical appliances, including pressure cookers and canners, kitchen electrics, and comfort appliances; Defense, which manufactures approximately 40 millimeters ammunition, precision mechanical and electro-mechanical assemblies, medium caliber cartridge cases; performs Load, Assemble and Pack (LAP) operations on ordnance-related products; produces and sells a range of less lethal products and support accessories, and provides training for the use of less lethal products, and manufactures detonators, booster pellets, release cartridges, lead azide, and other military energetic devices and materials, and Absorbent Products, which manufactures and sells private label and branded adult incontinence products. | |||
