U.S. ENERGY CORP. (NASDAQ:USEG) Files An 8-K Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing
Item 3.01.
On April 17, 2019, U.S. Energy Corp. (the Company) received a letter (the Notice) from the Nasdaq Stock Market (the Exchange) notifying the Company that it is not in compliance with the requirement of Nasdaq Listing Rule 5250(c)(1) for continued listing on the Exchange as a result of the Companys failure to timely file its Annual Report on Form 10-K for the fiscal year ended December 31, 2018 (the Form 10-K). This notification has no effect on the listing of the Companys common stock at this time.
to the Notice, the Company is required to submit to the Exchange a plan (the Plan) to regain compliance with the Exchanges requirements for continued listing within 60 calendar days of the date of the Notice (by June 17, 2019). If the Exchange accepts the Companys Plan, the Exchange may grant an exception of up to 180 calendar days from the Form 10-Ks due date, or until October 14, 2019, to regain compliance.
On April 2, 2019, the Company filed a notification of inability to timely file Form 10-K on Form 12b-25 due to the Companys need for additional time to obtain and assimilate all information required to complete its accounting and audit for the year ended December 31, 2018.
On April 17, 2019, the Company filed a Form 8-K stating that the independent auditors have stated that the ongoing litigation as described in the previously filed Form 12b-25, and the Companys Forms 8-K, filed February 26, 2019 and March 27, 2019, created uncertainty such that they are unable to provide the necessary consents for filing the Form 10-K. As a result, the Company could not file its Form 10-K.
The Company continues to work diligently to address these issues and to enable the filing of the Form 10-K with the Securities and Exchange Commission (the SEC) as soon as reasonably practicable.
On April 23, 2019, the Company issued a press release regarding the matters discussed herein, a copy of which is attached hereto as Exhibit 99.1.
The information in this Item 7.01 and Exhibit 99.1 attached hereto is furnished to the rules and regulation of the SEC and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1943 (the Exchange Act) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.
(d) Exhibits
The following exhibit is furnished herewith:
| 99.1 | Press Release Dated April 23, 2019 |
This report contains forward-looking statements, and any statements other than statements of historical fact could be deemed to be forward-looking statements. These forward-looking statements include, among other things, statements regarding the expected timing for the filing of the Form 10-K, the Companys ability to regain compliance with the Exchanges requirements for continued listing and related matters. These statements are subject to risks and uncertainties, including the failure of the Company to file the Form 10-K on its expected timeline, and actual results may differ materially from these statements. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this report. The Company undertakes no obligation to revise or update any forward-looking statements to reflect events or circumstances after the date hereof
US ENERGY CORP Exhibit
EX-99.1 2 ex99-1.htm U.S. Energy Corp. Receives NASDAQ Notice Regarding Non-Compliance with Continued Listing Standards DENVER,…
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About U.S. ENERGY CORP. (NASDAQ:USEG)
U.S. Energy Corp. (U.S. Energy) is an independent energy company focused on the acquisition and development of oil and gas producing properties in the continental United States. The Company’s business activities are focused on South Texas and the Williston Basin in North Dakota. The Company operates through Oil and Gas segment. The Company participates in oil and gas projects primarily as a non-operating working interest owner through exploration and development agreements with various oil and gas exploration and production companies. The Company is also pursuing acquisitions of exploration, development and production-stage oil and gas properties or companies. The Company holds a geographically and geologically diverse portfolio of oil-weighted prospects in varying-stages of exploration and development. The Company engages in the prospect stages either for its own account or with prospective partners to enlarge its oil and gas lease ownership base.