E.Merge Technology Acquisition Corp. Announces Receipt of Notice from Nasdaq Regarding Late Filing of Quarterly Report on Form 10-Q

Rhea-AI Summary

E.Merge Technology Acquisition Corp. (NASDAQ: ETAC) announced it received a notice from Nasdaq regarding its failure to timely file its Quarterly Report on Form 10-Q for Q1 2021. The Company indicated that the delay was due to reassessing the accounting of outstanding warrants as liabilities, leading to complications in financial reporting. They have until July 27, 2021, to submit a compliance plan to Nasdaq, which could provide an extension of up to 180 days. However, there is no guarantee that Nasdaq will accept this plan or that compliance will be regained.

Positive

• The Company is actively working to file its Form 10-Q to regain compliance with Nasdaq.
• Potential extension of compliance deadline by Nasdaq could provide additional time for resolution.

Negative

• Failure to file the Form 10-Q may impact investor confidence and stock price.
• There is no assurance that Nasdaq will accept the Company’s compliance plan.
• Possible risk of delisting if compliance is not achieved within the set timeframe.

New York, NY, June 04, 2021 (GLOBE NEWSWIRE) --  E.Merge Technology Acquisition Corp. (NASDAQ: ETAC) (the “Company”) today announced that it has received a notice (“Notice”) from the Listing Qualifications Department of The Nasdaq Stock Market (“Nasdaq”) as a result of its failure to file its Quarterly Report on Form 10-Q for the quarter ended March 31, 2021 (the "Form 10-Q") in a timely fashion. The Notice advised the Company that it was not in compliance with Nasdaq’s continued listing requirements under the timely filing criteria established in Nasdaq Listing Rule 5250(c)(1).

As reported by the Company in its Form 12b-25 filed with the Securities and Exchange Commission (the "SEC") on May 17, 2021, the Company was unable to file its Form 10-Q within the prescribed time period without unreasonable effort or expense. The extension period provided under Rule 12b-25 expired on May 24, 2021. The Company was unable to meet the filing deadline for its Form 10-Q due to the Company’s conclusion that its outstanding warrants should be accounted for as a liability and the scope and process for updating the Company’s financial statements accordingly.

Under Nasdaq rules, the Company has 60 calendar days from receipt of the Notice (May 28, 2021), or until July 27, 2021, to submit a plan to regain compliance with the Rule. If Nasdaq accepts the Company's plan, then Nasdaq may grant an exception of up to 180 calendar days from the due date of the Form 10-Q (May 24, 2021), or until November 22, 2021, to regain compliance. However, there can be no assurance that Nasdaq will accept the Company's plan to regain compliance or that the Company will be able to regain compliance within any extension period granted by Nasdaq. If Nasdaq does not accept the Company’s plan, then the Company will have the opportunity to appeal that decision to a Nasdaq hearings panel.

As noted above, the Company is working diligently to complete its Form 10-Q. The Company intends to file the Form 10-Q as soon as practicable to regain compliance with the Nasdaq Listing Rules.

No assurance can be given that the Company will be able to regain compliance with the aforementioned listing requirement or maintain compliance with the other continued listing requirements set forth in the Nasdaq Listing Rules.

About E.Merge Technology Acquisition Corp.

E.Merge Technology Acquisition Corp. is a blank check company organized for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, recapitalization, reorganization, or other similar business combination with one or more businesses or entities. While the Company may pursue an initial business combination target in any business or industry, it intends to focus on businesses primarily operating in the software and internet technology industries.

Forward-Looking Statements

This press release may include, and oral statements made from time to time by representatives of the Company 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. Statements regarding possible business combinations and the financing thereof, and related matters, as well as all other 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,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “would” and similar expressions, as they relate to us or our management team, identify forward-looking statements. Such forward-looking statements are based on the beliefs of management, as well as assumptions made by, and information currently available to, the Company’s management. Actual results could differ materially from those contemplated by the forward-looking statements as a result of certain factors detailed in the Company’s filings with the SEC. All subsequent written or oral forward-looking statements attributable to us or persons acting on our behalf are qualified in their entirety by this paragraph. Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the Company, including those set forth in the Risk Factors section of the Company’s registration statement and prospectus for the Company’s initial public offering filed with the SEC. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.

Contact:

Jeff Clarke
Guy Gecht
E.Merge Technology Acquisition Corp.
(619) 736-6855

FAQ

What compliance issue is E.Merge Technology Acquisition Corp. facing?

E.Merge Technology Acquisition Corp. is facing a compliance issue due to its failure to file its Quarterly Report on Form 10-Q for Q1 2021 on time.

What is the deadline for E.Merge Technology Acquisition Corp. to regain compliance with Nasdaq?

The Company has until July 27, 2021, to submit a plan to regain compliance with Nasdaq.

What could happen if E.Merge Technology Acquisition Corp. does not regain Nasdaq compliance?

If the Company does not regain compliance, it risks being delisted from Nasdaq.

What was the reason for E.Merge Technology Acquisition Corp.'s late Form 10-Q filing?

The delay was due to the Company reassessing the accounting treatment of its outstanding warrants as liabilities.

What is the potential impact on the stock price of E.Merge Technology Acquisition Corp. due to the compliance issue?

The compliance issue may negatively impact investor confidence and potentially lead to a decline in the stock price.