Stemming from SEC Guidance Concerning Balance Sheet Treatment of Warrants, Arctos NorthStar Acquisition Corp. Announces Receipt of NYSE Continued Listing Standard Notice

Rhea-AI Summary

Arctos NorthStar Acquisition Corp. (NYSE: ANAC) announced it received a non-compliance notice from the NYSE due to the late filing of its Quarterly Report on Form 10-Q for Q1 2021. The delay followed new SEC guidance on accounting for SPAC warrants, prompting a review by the Company and its advisors. The NYSE allows a six-month period to regain compliance. ANAC plans to file the Form 10-Q soon to address the issue.

Positive

• The Company intends to file the Form 10-Q in the near term, showing commitment to regain compliance with NYSE regulations.

Negative

• The delay in filing the Form 10-Q may affect investor confidence.
• Receiving a non-compliance notice can lead to potential penalties or delisting if not resolved promptly.

Arctos NorthStar Acquisition Corp. (NYSE: ANAC) (the “Company”) today announced that it received a formal notice of non-compliance from the New York Stock Exchange (the “NYSE”) relating to the Company’s failure to timely file its Quarterly Report on Form 10-Q for the quarter ended March 31, 2021 (the “Form 10-Q”) as required under the timely filing criteria established in Section 802.01E of the NYSE Listed Company Manual.

On April 12, 2021, the staff of the Securities and Exchange Commission (“SEC”) issued “Staff Statement on Accounting and Reporting Considerations for Warrants Issued by Special Purpose Acquisition Companies (“SPACs”)” (the “Statement”), which clarified guidance for all SPAC-related companies regarding the accounting and reporting for their warrants. The immediacy of the effective date of the new guidance set forth in the Statement has resulted in a significant number of SPACs re-evaluating the accounting treatment for their warrants with their professional advisors, including auditors and other advisors responsible for assisting SPACs in the preparation of financial statements. This, in turn, has resulted in the Company’s delay in preparing and finalizing its financial statements as of and for the quarter ended March 31, 2021 and filing its Form 10-Q with the SEC by the prescribed deadline.

Under NYSE rules, the Company generally has six months following receipt of the notification of non-compliance to regain compliance with the continued listing standard, subject to any extensions by NYSE. The Company intends to file the Form 10-Q with the SEC in the near term and regain compliance within such period.

Cautionary Statement Regarding Forward-Looking Statements

Certain statements in this press release are “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and are subject to the safe harbor created thereby. In some cases, forward-looking statements can be identified by terminology such as “may,” “will,” “could,” “would,” “should,” “expect,” “plan,” “anticipate,” “intend,” “believe,” “estimate,” “predict,” “potential,” “outlook,” “guidance” or the negative of those terms or other comparable terminology. These statements are based on the current beliefs and expectations of the Company’s management and are subject to significant risks and uncertainties. The above statements regarding the impact of the Statement on the Company’s financial statements, as well as the effect of the revision on any periodic SEC filings, including the timing of filing the Form 10-Q, constitute forward-looking statements that are based on the Company’s current expectations. Because these forward-looking statements involve risks and uncertainties, there are important factors that could cause future events to differ materially from those in the forward-looking statements, many of which are outside of the Company’s control. These factors include, but are not limited to, a variety of risk factors affecting the Company’s business and prospects, see the section titled “Risk Factors” in the Company’s Prospectus filed with the SEC on February 24, 2021 and subsequent reports filed with the SEC, as amended from time to time. Any forward-looking statements are made only as of the date hereof, and unless otherwise required by applicable securities laws, the Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

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FAQ

What was the reason for Arctos NorthStar Acquisition Corp. (ANAC) receiving a non-compliance notice from the NYSE?

The notice was due to the Company's failure to timely file its Quarterly Report on Form 10-Q for the quarter ended March 31, 2021.

How long does Arctos NorthStar have to regain compliance after the NYSE notice?

The Company generally has six months to regain compliance, with potential extensions from the NYSE.

What impact did the SEC's guidance on SPAC warrants have on Arctos NorthStar's financial reporting?

The new SEC guidance prompted the Company to review the accounting treatment for its warrants, delaying the preparation and filing of its financial statements.

When does Arctos NorthStar plan to file its Form 10-Q?

The Company intends to file the Form 10-Q in the near term to regain compliance.