NightDragon Acquisition Corp. Receives Nasdaq Notice Regarding Delayed Quarterly Report
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SAN FRANCISCO – (BUSINESS WIRE) – NightDragon Acquisition Corp. (NASDAQ: NDAC; NDACW; NDACU) (the “Company”) announced today that it has received a notice on May 28, 2021 from Nasdaq indicating that it is not in compliance under Rule 5250 (c) (1 ) Nasdaq registration, which requires the timely filing of periodic financial reports with the Securities and Exchange Commission (the “SEC”) due to failure to timely file its quarterly report on Form 10-Q for the three months ended March 31, 2021 (the “Form 10-Q”).
The company plans to file its Form 10-Q or submit a plan to restore compliance within the timeframe prescribed by the Nasdaq. Under Nasdaq listing rules, the Company has 60 calendar days from the date of the letter to submit a plan to restore compliance. If the plan is accepted by Nasdaq, the company may have an exception of up to 180 calendar days from the original Form 10-Q due date, or until November 22, 2021, to restore compliance. The Nasdaq Notice has no immediate effect on trading of the Company’s securities on the Nasdaq Capital Market.
As previously noted in the current report on Form 8-K filed by the company on May 17, 2021, on April 12, 2021, staff (the “staff”) of the SEC issued a statement titled “Staff Statement on Accounting and the Considerations for Warrants Issued by Special Purpose Acquisition Companies ”(“ SPAC ”) reports (the“ Statement ”). In the statement, staff expressed their view that certain terms and conditions typically included in PSPC warrants may require that warrants be classified as liabilities on the PSPC balance sheet, as opposed to equity. . The audit committee (the “Audit Committee”) of the Company’s Board of Directors, together with management, is currently determining the extent of the impact of the statement on the Company’s consolidated financial statements and financial statements. related financial information (the “financial statements”), including the financial statements to be included in Form 10-Q.
This press release may include “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including relates to the Company’s expectations for filing its 10-Q and the Company’s ability to submit a satisfactory compliance plan to Nasdaq. All statements other than statements of historical fact included in this press release are forward-looking statements. When used in this press release, words such as “anticipate”, “believe”, “estimate”, “expect”, “intend” and similar expressions, when referring to we or our management team identify forward-looking statements. These forward-looking statements are based on the beliefs of management, as well as on the assumptions made by the management of the company and on information currently available. Actual results could differ materially from those contemplated in forward-looking statements due to certain factors detailed in the Company’s filings with the SEC. All subsequent written or oral forward-looking statements attributable to us or to persons acting on our behalf are qualified in their entirety by this paragraph. Forward-looking statements are subject to many risks, uncertainties and other factors, many of which are beyond the control of the Company, including, but not limited to, the findings, conclusions and recommendations of the Audit Committee ( and their timing) with respect to the financial statements; the response of the company and its board of directors to the findings, conclusions and recommendations of the audit committee; the risk that the preparation and filing of reports with the SEC will take longer than expected; and the risk that the Company may not be able to meet listing standards for the Nasdaq Capital Market.
The forward-looking statements contained in this document are also subject to other risks and uncertainties, including those set out in the Risk Factors section of the Company’s registration statement and prospectus relating to the initial public offering of the Company. company filed with the SEC. The Company assumes no obligation to update these statements for revisions or changes after the date of this posting, except as required by law.
Source: NightDragon Acquisition Corp.