REVOLUTION LIGHTING TECHNOLOGIES, INC. (NASDAQ:RVLT) Files An 8-K Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

REVOLUTION LIGHTING TECHNOLOGIES, INC. (NASDAQ:RVLT) 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.

On July 3, 2019, Revolution Lighting Technologies, Inc. (the “Company”) received an additional delisting determination letter (the “Additional Determination Letter”) from the staff of the Listing Qualifications Department of the Nasdaq Stock Market (the “Nasdaq Staff”) informing the Company that, since the Company has not regained compliance with the minimum $1.00 bid price requirement as set forth in Nasdaq Listing Rule 5550(a)(2) (the “Bid Price Rule”) within 180 days, the Nasdaq Hearings Panel (the “Panel”) that the Company appeared before on June 6, 2019 will consider the deficiency as an additional basis for delisting the Company’s common stock from Nasdaq. The Bid Price Rule requires listed companies to maintain a minimum bid price of at least $1.00 per share.

As previously disclosed, the Company received several delisting determination letters from the Nasdaq Staff informing the Company that, since it has been unable to file certain prior Securities and Exchange Commission (“SEC”) reports (the “Delayed Reports”), the Company’s common stock is subject to delisting from Nasdaq. Nasdaq Listing Rule 5250(c)(1) (the “Financial Reporting Rule”) requires listed companies to timely file all required periodic financial reports with the SEC.

The Company appeared before the Panel on June 6, 2019 and presented its plan to regain compliance with the Financial Reporting Rule and the Bid Price Rule (together, the “Nasdaq Listing Requirements”). On several occasions since the June 6, 2019 hearing, the Company submitted additional updates to the Panel informing the Panel of additional developments and supplemental plans to regain compliance with the Nasdaq Listing Requirements.

On July 9, 2019, the Company received an extension letter (the “Extension Letter”) from the Panel informing the Company that the Panel has granted the Company’s request to continue listing on The Nasdaq Capital Market, subject to the Company providing written periodic updates to Nasdaq regarding the status of the Company’s audit and remediation processes, and becoming current in its filings with the SEC on or before October 29, 2019. In addition, the Company must be able to demonstrate compliance with all requirements for continued listing on Nasdaq. The Extension Letter stays any action in connection with the Additional Determination Letter, unless and until the Panel determines whether it wishes to modify the terms of its Extension Letter based on the Bid Price Rule deficiency.

On July 10, 2019, the Company issued a press release announcing its receipt of the Additional Determination Letter and the Extension Letter. A copy of the press release is attached as Exhibit 99.1 and is incorporated by reference.

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Forward-looking statements

Except for statements of historical fact, the matters discussed herein are “forward-looking statements” within the meaning of the applicable securities laws and regulations. The words “will,” “may,” “estimates”, “expects,” “intends,” “believes” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Forward-looking statements, including statements regarding when the Company will file the Delayed Reports and whether the Company will regain compliance with Nasdaq’s continued listing requirements involve risks and uncertainties that may cause actual results to differ materially from those stated here. Factors that could cause actual results to differ materially from those in the forward-looking statements include, but are not limited to, the risk that the Company’s ongoing restatement will not be timely completed, the risk that the Company will be unable to comply with the Bid Price Rule and the other risks described more fully in the Company’s filings with the SEC. Forward-looking statements reflect the views of the Company’s management as of the date hereof. The Company does not undertake to revise these statements to reflect subsequent developments.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

99.1    Press Release, dated July 10, 2019, of Revolution Lighting Technologies, Inc.

Revolution Lighting Technologies, Inc. Exhibit
EX-99.1 2 d807318dex991.htm EX-99.1 EX-99.1 Exhibit 99.1   Revolution Lighting Granted Extension to Remain Listed on Nasdaq STAMFORD,…
To view the full exhibit click here


Revolution Lighting Technologies, Inc. designs, manufactures, markets and sells commercial grade light-emitting diode (LED) and conventional lighting fixtures. The Company operates in Lighting Products and Solutions (principally LED fixtures and lamps) segment. The Company’s products are used for outdoor and indoor applications, LED-based signage, channel-letter and contour lighting products, LED replacement lamps and commercial grade smart grid control systems. It sells its LED products under the RVLT, Seesmart, Lumificient, Value Lighting, Array and CMG brand names. The Company’s commercial lamps and fixtures products include the commercial indoor and outdoor lighting products, such as linear tube lighting, multi-family lighting, commercial troffer lighting and street lighting. It caters to municipal and commercial markets, which include industrial, hospitality, institutional, educational, healthcare and signage markets in the United States, Canada and internationally.

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