VIA optronics AG Announces Notice of Failure to Satisfy a Continued Listing Rule or Standard of the New York Stock Exchange
May 23 2023 - 3:30PM
Business Wire
On May 17, 2023, VIA optronics AG (the “Company”) received an
expected 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
outlined in Section 802.01E of the NYSE Listed Company Manual due
to the delay in filing the Company’s Annual Report on Form 20-F for
the fiscal year ended December 31, 2022 (the “2022 Form 20-F”).
The Company reported in a Form 12b-25 filed with the Securities
and Exchange Commission (“SEC”) on May 2, 2023, that it was unable
to file its 2022 Form 20-F within the prescribed time period
without unreasonable effort or expense and needed to extend the
filing deadline for its 2022 Form 20-F by the 15 calendar days
allotted under Rule 12b-25.
As of May 16, 2023 (the “Extended Filing Deadline”), the Company
required additional time to complete year end procedures and
disclosures; therefore, the Company was unable to file its 2022
Form 20-F by the Extended Filing Deadline.
Since the filing under Rule 12(b)-25, the Company identified
matters that impact both previously reported 2022 results and
amounts reported in prior periods. The Company is currently working
with its auditors through the correction of the figures and
disclosures resulting from these matters. The Company is still
evaluating; however, it is expected that these errors will not
materially impact the net (loss)/profit and cash flow reported in
the Company’s preliminary unaudited fourth quarter and full year
2022 financials as previously reported on Form 6-K as furnished to
the SEC on March 28, 2023. The Company intends to file its 2022
Form 20-F as promptly as possible.
In accordance with the NYSE rules, the Company has contacted the
NYSE to discuss the status of the 2022 Form 20-F and issued a press
release, which has been included as Exhibit 99.1 to the Form 6-K
filed on May 23, 2023. The NYSE informed the Company that under
NYSE rules, the Company has six months from the original due date
to file its 2022 Form 20-F 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
securities to remain listed for up to an additional six months
depending on certain circumstances.
The Company may regain compliance with the NYSE listing
standards at any time prior to such date by filing its 2022 Form
20-F with the SEC. The NYSE notice also reserves the right of the
NYSE to commence delisting proceedings at any time if circumstances
warrant.
The statements the Company makes above regarding the anticipated
timing of the filing of the Company’s 2022 Form 20-F are
forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995 and subject to risks and
uncertainties. The Company has based these statements on the
information now known to it. Although the Company believes that the
assumptions and expectations reflected in these statements are
reasonable, the timing of completion of the audit process and the
filing of the 2022 Form 20-F in order to come into compliance with
the NYSE’s requirements for continued listing is subject to known
and unknown risks and uncertainties and could vary materially from
the Company’s current expectations. The Company cautions you not to
place undue reliance on forward-looking statements, which reflect
an analysis only and speak only as of the date hereof. The Company
disclaims any obligation to update these forward-looking
statements.
About VIA:
VIA is a leading provider of interactive display solutions for
multiple end markets in which superior functionality or durability
is a critical differentiating factor. Its customizable technology
is well-suited for high-end markets with unique specifications and
demanding environments that pose technical and optical challenges
for displays, such as bright ambient light, vibration and shock,
extreme temperatures, and condensation. VIA’s interactive display
systems combine system design, interactive displays, software
functionality, cameras, and other hardware components. VIA’s
intellectual property portfolio, process know-how, optical bonding,
metal mesh touch sensor and camera module technologies provide
enhanced display solutions built to meet the specific needs of its
customers.
Forward-Looking Statements
Statements in this press release about future expectations,
plans and prospects, as well as any other statements regarding
matters that are not historical facts, may constitute
“forward-looking statements.” These statements include, but are not
limited to, statements relating to the expected trading
commencement and closing dates. The words, without limitation,
“anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,”
“intend,” “may,” “plan,” “potential,” “predict,” “project,”
“should,” “target,” “will,” “would” and similar expressions are
intended to identify forward-looking statements, although not all
forward-looking statements contain these or similar identifying
words. Forward-looking statements are based largely on our current
expectations and projections about future events and financial
trends that we believe may affect our financial condition, results
of operations, business strategy, short-term and long-term business
operations and objectives, and financial needs. These
forward-looking statements involve known and unknown risks,
uncertainties, changes in circumstances that are difficult to
predict and other important factors that may cause our actual
results, performance or achievements to be materially different
from any future results, performance or achievements expressed or
implied by the forward-looking statement, including, without
limitation, the risks described under Item 3. “Key Information—D.
Risk Factors,” in our Annual Report on Form 20-F as filed with the
US Securities and Exchange Commission. Moreover, new risks emerge
from time to time. It is not possible for our management to predict
all risks, nor can we assess the impact of all factors on our
business or the extent to which any factor, or combination of
factors, may cause actual results to differ materially from those
contained in any forward-looking statements we may make. In light
of these risks, uncertainties and assumptions, the forward-looking
events and circumstances discussed in this release may not occur
and actual results could differ materially and adversely from those
anticipated or implied in the forward-looking statements. We
caution you therefore against relying on these forward-looking
statements, and we qualify all of our forward-looking statements by
these cautionary statements. Any forward-looking statements
contained in this press release are based on the current
expectations of VIA’s management team and speak only as of the date
hereof, and VIA specifically disclaims any obligation to update any
forward-looking statement, whether as a result of new information,
future events or otherwise. Due to rounding, it is possible that
individual figures in this and other documents do not add up
precisely to the totals shown and that percentages presented do not
accurately reflect the absolute values to which they relate.
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version on businesswire.com: https://www.businesswire.com/news/home/20230523005830/en/
Investor Relations Lisa Fortuna Griffin Morris Alpha IR
Group Phone: +1 312-445-2870 VIAO@alpha-ir.com
Media Contact Alexandra Müller-Pl�tz Phone: +49 911 597
575-302 Amueller-ploetz@via-optronics.com
VIA optronics (NYSE:VIAO)
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