FOXO Technologies Inc. Announces Receipt of Notice of Non-Compliance with NYSE Continued Listing Requirements
16 Juli 2024 - 10:30PM
FOXO Technologies Inc. (NYSE American: FOXO) (the
“Company” or “FOXO”), reports that it has received an official
notice of noncompliance (the “
NYSE American Notice”) from
NYSE Regulation (“
NYSE”) stating that the Company is not in
compliance with Section 1003(a)(ii) of the Company Guide since it
reported stockholders’ deficit of ($14.9) million as of March 31,
2024, and losses from continuing operations and/or net losses in
its three most recent fiscal years ended December 31, 2023 (the
“
Delinquency”).
Mark White, Interim CEO of FOXO, said, “The
delinquency was due to the previously disclosed short-term capital
allocation strategies. While we regret the delay, we have been in
contact with the NYSE and look forward to presenting our compliance
plan in light of recent developments, including our recently
announced planned acquisitions, which we believe would generate
meaningful cashflow for the combined companies. While there can be
no assurances, we intend to regain compliance with the NYSE
American continued listing standards in the near future.”
The Company is now subject to the procedures and
requirements set forth in Section 1009 of the Company Guide.
The Company also remains subject to the
conditions set forth in NYSE’s letters dated June 12, 2023 (Initial
Equity Notification), August 29, 2023 (Plan Acceptance Letter) for
stockholders’ equity noncompliance, and June 10, 2024 for past due
listing fee noncompliance. If the Company is not in compliance with
each respective compliance deadline or does not make progress
consistent with each respective plan during such plan periods, NYSE
will initiate delisting proceedings as appropriate. The Company may
appeal a staff delisting determination in accordance with Section
1010 and Part 12 of the Company Guide.
The Company was required to contact NYSE by July
16, 2024 to confirm receipt of the NYSE American Notice and discuss
any new developments of which NYSE staff may be unaware.
About FOXO Technologies
Inc.FOXO is a biotechnology company dedicated to
improving human health and longevity through the development of
cutting-edge technology and product solutions for various
industries, including life insurance. FOXO’s epigenetic technology
applies AI to DNA methylation to identify molecular biomarkers of
human health and aging. FOXO is committed to leveraging the latest
advancements in science and technology to help people live better,
longer lives. For more information about FOXO, visit
www.foxotechnologies.com.
Forward-Looking
StatementsThis press release contains certain
forward-looking statements for purposes of the “safe harbor”
provisions under the United States Private Securities Litigation
Reform Act of 1995. Any statements other than statements of
historical fact contained herein, including statements about the
delisting of the Warrants from NYSE American, trading of the
Warrants in the over-the-counter market, the continued listing of
the Company’s Class A common stock on NYSE American, and other
statements identified by words such as “will likely result,” “are
expected to,” “will continue,” “is anticipated,” “estimated,”
“believe,” “intend,” “plan,” “projection,” “outlook” or words of
similar meaning, but the absence of these words does not mean that
a statement is not forward-looking. Any such forward-looking
statements are based upon the current beliefs and expectations of
the Company’s management and are inherently subject to significant
business, economic and competitive uncertainties and contingencies,
many of which are difficult to predict and generally beyond the
Company’s control. Many factors could cause actual future events to
differ materially from the forward-looking statements in this press
release, including but not limited to the possibility that the Plan
will not be accepted by NYSE American, the Company will be unable
to satisfy other continued listing requirements of NYSE American
for its Class A common stock to maintain the listing of the Class A
common stock on NYSE American; the risk of changes in the
competitive and highly regulated industries in which FOXO operates;
variations in operating performance across competitors or changes
in laws and regulations affecting FOXO’s business; the ability to
implement FOXO’s business plans, forecasts, and other expectations;
the ability to obtain financing; the risk that FOXO has a history
of losses and may not achieve or maintain profitability in the
future; potential inability of FOXO to establish or maintain
relationships required to advance its goals or to achieve its
commercialization and development plans; the enforceability of
FOXO’s intellectual property, including its patents and the
potential infringement on the intellectual property rights of
others; and the risk of downturns and a changing regulatory
landscape in the highly competitive biotechnology industry or in
the markets or industries in which FOXO operates, including the
highly regulated insurance industry. The foregoing list of factors
is not exhaustive. Readers should carefully consider the foregoing
factors and the other risks and uncertainties discussed in FOXO’s
most recent reports on Forms 10-K and 10-Q, particularly the “Risk
Factors” sections of those reports, and in other documents FOXO has
filed, or will file, with the SEC. These filings identify and
address other important risks and uncertainties that could cause
actual events and results to differ materially from those contained
in the forward-looking statements. Forward-looking statements speak
only as of the date they are made. Readers are cautioned not to put
undue reliance on forward-looking statements, and FOXO assumes no
obligation and do not intend to update or revise these
forward-looking statements, whether as a result of new information,
future events, or otherwise.
Contact:Crescendo Communications, LLC(212)
671-1020foxo@crescendo-ir.com
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