The Real Good Food Company Receives Anticipated Additional Delinquency Notice from Nasdaq

Rhea-AI Summary

The Real Good Food Company (Nasdaq: RGF) has received a notice from Nasdaq regarding its failure to timely file Form 10-Q for the period ended September 30, 2024. This serves as an additional basis for potential delisting from Nasdaq. The company has presented its plan to file all delinquent periodic reports at a hearing before the Nasdaq Hearings Panel, which has not yet issued its decision. There is no guarantee that RGF will regain compliance or receive a further extension for continued listing.

Positive

• None.

Negative

• Risk of delisting from Nasdaq due to failure to file Form 10-Q
• Multiple delinquent periodic reports pending with SEC
• Uncertainty regarding compliance with listing requirements

Insights

Financial Compliance Expert

This delinquency notice from Nasdaq represents a serious compliance issue that threatens RGF's listing status. The company's failure to file its Q3 2024 Form 10-Q adds to existing filing deficiencies, creating a compounded risk of delisting. With a market cap of just $5.07 million, maintaining Nasdaq listing is important for market access and investor confidence.

The pending Panel decision on the company's compliance plan is a critical inflection point. Historical precedent shows that while Nasdaq may grant extensions for filing delinquencies, multiple violations significantly increase delisting risk. The lack of financial transparency through missing filings raises red flags about potential underlying issues and makes proper valuation impossible for investors.

CHERRY HILL, N.J., Nov. 25, 2024 (GLOBE NEWSWIRE) -- The Real Good Food Company, Inc. (Nasdaq: RGF) (“Real Good Foods” or the “Company”), a leading health and wellness frozen and refrigerated foods company, announced today that, on November 20, 2024, the Listing Qualifications Staff of The Nasdaq Stock Market LLC (“Nasdaq”) notified the Company that the Company’s failure to timely file its Form 10-Q with the Securities and Exchange Commission (the “SEC”), for the period ended September 30, 2024, serves as an additional basis for the delisting of the Company’s securities from Nasdaq, per Nasdaq Listing Rule 5250(c)(1). The Company previously presented its plan to file all delinquent periodic reports with the SEC, including the Form 10-Q for the period ended September 30, 2024, and requested an extension to do so at a hearing before the Nasdaq Hearings Panel (the “Panel”). The Panel has not yet issued its decision following the hearing.

Despite the efforts described above, there can be no assurance that the Company will ultimately regain compliance with all applicable requirements for continued listing or that the Panel will grant the Company a further extension.

About Real Good Food Company

Real Good Foods (Nasdaq: RGF) is a leading health and wellness frozen and refrigerated foods company, providing a better way to enjoy your favorite foods. The Company’s mission is to provide “Real Food You Feel Good About Eating”, making delicious, nutritious foods that are low in sugar, low in carbohydrates and high in protein. The Real Good Foods family of products includes breakfast, lunch, dinner, and snacks – available in over 16,000 stores nationwide with additional direct-to-consumer options.

To learn more, please visit our website at realgoodfoods.com or join us on social media @realgoodfoods – where we maintain some of the largest followings in the frozen food industry today.

Forward-Looking Statements

This press release contains "forward-looking statements" within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995, which statements are subject to considerable risks and uncertainties. Forward-looking statements include all statements other than statements of historical fact contained in this press release, including statements regarding the timing of the filing of Company’s late periodic reports and amendments to prior periodic reports, the Company’s plan to request a hearing to appeal its delisting determination by Nasdaq, and the Company’s plan to request various extension periods to regain compliance with the Listing Rule. The Company has attempted to identify forward-looking statements by using words such as “anticipate,” "believe," "estimate," "expect," "intend," "may," "plan," "predict," "project," "should," "will," or "would," and similar expressions or the negative of these expressions.

Forward-looking statements represent management's current expectations and predictions about trends affecting the Company’s business and industry and are based on information available as of the time such statements are made. Although the Company does not make forward-looking statements unless it believes it has a reasonable basis for doing so, it cannot guarantee their accuracy or completeness. Forward-looking statements involve numerous known and unknown risks, uncertainties and other factors that may cause its actual results, performance or achievements to be materially different from any future results, performance or achievements predicted, assumed or implied by the forward-looking statements. Some of the risks and uncertainties that may cause its actual results to materially differ from those expressed or implied by these forward-looking statements, including the risk of further delays in the filing of the Company’s late periodic reports and restated financial statements in amendments to prior periodic reports, the discovery of additional information regarding the error identified in the Company’s previously issued consolidated financial statements, the scope of the anticipated restatement of previously issued financial statements as a result of the error, the remediation by management and the Company’s independent registered public accounting firm of the identified material weaknesses in internal control over financial reporting, the Panel’s determination following the Company’s appeal of its delisting decision, the Panel’s decision whether or not to grant the Company various extension periods following the submission of a hearing request to regain compliance with the Listing Rule, the Company’s ability to regain compliance with the Listing Rule and other continued listing standards and other risk factors described in the section entitled "Risk Factors" in its Annual Report on Form 10-K for the year ended December 31, 2022 and other documents filed with or furnished to the SEC by the Company from time to time. These forward-looking statements speak only as of the date of this press release. Except as required by law, the Company undertakes no obligation to publicly release the result of any revisions to these forward-looking statements to reflect the impact of events or circumstances that may arise after the date of this press release.

Investor Relations Contact
The Real Good Food Company
3 Executive Campus, Suite 155
Cherry Hill, NJ 08002
ir@realgoodfoods.com

FAQ

Why did Nasdaq issue a delinquency notice to Real Good Foods (RGF) in November 2024?

Nasdaq issued a delinquency notice to Real Good Foods (RGF) because the company failed to timely file its Form 10-Q for the period ended September 30, 2024, violating Nasdaq Listing Rule 5250(c)(1).

What is the current listing status of Real Good Foods (RGF) on Nasdaq?

Real Good Foods (RGF) is at risk of delisting from Nasdaq due to delinquent financial filings. The company has presented its compliance plan to the Nasdaq Hearings Panel and is awaiting their decision.

What steps has Real Good Foods (RGF) taken to maintain its Nasdaq listing in 2024?

Real Good Foods (RGF) has presented its plan to file all delinquent periodic reports to the Nasdaq Hearings Panel and requested an extension to maintain its listing status.