Highland Transcend Partners I Corp. Receives Expected Notification From NYSE Related to Delayed Quarterly Report
28 Mai 2021 - 10:30PM
Business Wire
Highland Transcend Partners I Corp. (the “Company”) today
announced it received a notice on May 25, 2021 from the New York
Stock Exchange (“NYSE”) indicating that as a result of the
Company’s failure to timely file its Quarterly Report on Form 10-Q
for the period ended March 31, 2021 (the “Quarterly Report”), the
Company no longer complies with the continued listing requirements
set forth in Section 802.01E of the NYSE Listed Company Manual. The
notice has no immediate impact on the listing of the Company’s
securities, which will continue to trade on the NYSE, subject to
the Company’s compliance with other applicable continued listing
requirements.
As previously disclosed on May 17, 2021 in the Current Report on
Form 8-K filed by Highland Transcend Partners I Corp. (the
“Company”), on April 12, 2021 the Staff of the U.S. Securities and
Exchange Commission (the “SEC”) released the “Staff Statement on
Accounting and Reporting Considerations for Warrants Issued by
Special Purpose Acquisition Companies (“SPACs”)” (the “Staff
Statement”). The Staff Statement sets forth the conclusion of the
SEC’s Office of the Chief Accountant that certain provisions
included in the warrant agreements entered into by many SPACs, such
as the Company, require such warrants to be accounted for as
liabilities measured at fair value, rather than as equity
securities, with changes in fair value during each financial
reporting period reported in earnings. The Company has previously
classified its private placement warrants and public warrants as
equity.
As disclosed in the Current Report on Form 8-K filed by the
Company on May 17, 2021, the Company’s management and the Audit
Committee of the Company’s board of directors (the “Audit
Committee”) concluded that, in light of the Staff Statement, it is
appropriate to restate the Company’s previously issued audited
financial statements as of December 31, 2020 and for the period
from October 12, 2020 (inception) through December 31, 2020. The
Company intends to file an amendment to its Annual Report on Form
10-K for the fiscal year ended December 31, 2020 (the “Amended
Annual Report”), which will include the restated audited financial
statements of the Company as of December 31, 2020 and for the
period from October 12, 2020 (inception) through December 31, 2020.
Given the scope of the process for evaluating the impact of the
Staff Statement on the Company’s financial statements, the Company
was unable to complete and file its Quarterly Report on Form 10-Q
for the period ended March 31, 2021 (the “Quarterly Report”) by the
required due date of May 17, 2021. On May 17, 2021, the Company
filed a Form 12b-25 Notification of Late Filing with the SEC
related to the Quarterly Report. The Company is working diligently
to prepare and file the Amended Annual Report and the Quarterly
Report as soon as reasonably practicable.
The notice advises that under the NYSE’s rules, the Company will
have six months from the filing due date to file its Quarterly
Report. The Company can regain compliance with the NYSE listing
standards during this six-month period when the Company files its
Quarterly Report with the SEC. If the Company fails to file its
Quarterly Report within such six-month period, the NYSE may, in its
sole discretion, allow the Company’s securities to trade for up to
an additional six months depending on specific circumstances. The
Company’s securities will remain listed on the NYSE under the
symbols “HTPA.U”, “HTPA” and “HTPA.WS” but will have an “LF”
indicator to signify late filing status. This indicator will be
assigned to the Company’s securities until the Quarterly Report is
filed.
About Highland Transcend Partners I Corp.
Highland Transcend Partners I Corp. was formed for the purpose
of effecting a merger, amalgamation, share exchange, asset
acquisition, share purchase, reorganization or similar business
combination with one or more businesses. The Company intends to
pursue a target in the disruptive commerce, digital media and
services, and enterprise software sectors, with a primary focus on
North American and European markets. The Company’s founders include
Ian Friedman (Chief Executive Officer and Director), Bob Davis
(Executive Chairman), Paul Maeder (Chief Financial Officer) and Dan
Nova (Chief Investment Officer).
Cautionary Statement Concerning Forward-Looking
Statements
Certain statements made in this release are forward-looking
statements. When used in this press release, the words “estimates,”
“projected,” “expects,” “anticipates,” “forecasts,” “plans,”
“intends,” “believes,” “seeks,” “may,” “will,” “should,” “future,”
“propose” and variations of these words or similar expressions (or
the negative versions of such words or expressions) are intended to
identify forward-looking statements.
These forward-looking statements are not guarantees of future
performance, conditions or results, and involve a number of known
and unknown risks, uncertainties, assumptions and other important
factors, many of which are outside the Company’s control, that
could cause actual results or outcomes to differ materially from
those discussed in the forward-looking statements.
Factors that may cause actual results to differ materially from
current expectations include, but are not limited to: (i) the
inability to timely prepare and file the Amended Annual Report and
the Quarterly Report; (ii) the ability to select an appropriate
target business or businesses; (iii) the ability to complete the
initial business combination; (iv) the inability to maintain the
listing of the Company’s shares on the NYSE; (v) expectations
around the performance of the prospective target business or
businesses; (vi) success in retaining or recruiting, or changes
required in, the Company’s officers, key employees or directors
following the initial business combination; (vii) changes in
applicable laws or regulations; (viii) the Company’s officers and
directors allocating their time to other businesses and potentially
having conflicts of interest with the Company’s business or in
approving the initial business combination; and (ix) the ability to
consummate an initial business combination due to the uncertainty
resulting from the COVID-19 pandemic. The Company does not
undertake any obligation to update or revise any forward-looking
statements, whether as a result of new information, future events
or otherwise, except as required by law.
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Paul Maeder paul@highlandtranscend.com
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