iMedia Brands Announces Receipt of NASDAQ Non-Compliance Notice
May 05 2023 - 8:30AM
iMedia Brands, Inc. (the “Company” or “iMedia”) (NASDAQ: IMBI,
IMBIL) today announced that the Company is noncompliant with the
periodic filing requirements for continued listing set forth in
NASDAQ Listing Rule 5250(c)(1) (the "Rule") as a result of its
failure to file its Annual Report on Form 10-K for the year ended
January 28, 2023 with the Securities and Exchange Commission (the
"SEC") by the required due date of April 28, 2023 (the "NASDAQ
Notice").
The NASDAQ Notice has no immediate effect on the listing or
trading of the Company's shares of common stock, though NASDAQ will
broadcast an indicator over its market data dissemination network
noting the Company's noncompliance. If the Company remains
noncompliant with the Rule at the end of the 180-day exception
period, the Company's shares of common stock will be subject to
delisting from NASDAQ.
As previously reported by the Company in its Notification of
Late Filing on Form 12b-25, filed with the SEC on May 1, 2023,
the Company was unable to timely file the Form 10-K without
unreasonable effort or expense.
Nasdaq has informed us that the Company has until July 3, 2023,
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-K, or
until October 25, 2023, 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.
The Company is working diligently to complete
the Form 10-K and anticipates filing it with the SEC as promptly as
practicable.
About iMedia Brands, Inc.
iMedia Brands, Inc. (NASDAQ: IMBI, IMBIL) is a
global media company capitalizing on the convergence of
entertainment, ecommerce, and advertising. The Company owns and
operates four television networks, which are ShopHQ, ShopBulldogTV,
ShopHQHealth and 123tv. ShopHQ, the company’s flagship television
network with a thirty-year history, is nationally distributed in
the U.S. to over 90 million homes via its affiliation agreements in
cable, satellite, and broadcast, and reach viewers through its
social platforms and its OTT Ap on Roku, Apple TV, Amazon Fire and
Samsung Smart-televisions.
iMedia’s common stock is traded on the NASDAQ
Global Market stock exchange under the ticker IMBI. iMedia’s 8.5%
bonds are also publicly traded on the NASDAQ Global Market under
the ticker IMBIL and pay holders 8.5% interest quarterly in arrears
on March 31, June 30, September 30, and December 31.
Investors:Ken
Cooperkcooper@imediabrands.com(952) 943-6119
Media:press@imediabrands.com(952) 943-6125
Safe Harbor Statement under the Private
Securities Litigation Reform Act of 1995
This document may contain certain
“forward-looking statements” within the meaning of the Private
Securities Litigation Reform Act of 1995. Any statements contained
herein that are not statements of historical fact, including
statements regarding anticipated timing of filings with the SEC are
forward-looking. The Company often use words such as anticipates,
believes, estimates, expects, intends, seeks, predicts, hopes,
should, plans, will, or the negative of these terms and similar
expressions to identify forward-looking statements, although not
all forward looking-statements contain these words. These
statements are based on management's current expectations and
accordingly are subject to uncertainty and changes in
circumstances. Actual results may vary materially from the
expectations contained herein due to various important factors,
including (but not limited to): variability in consumer
preferences, shopping behaviors, spending and debt levels; the
general economic and credit environment, including COVID-19;
interest rates; seasonal variations in consumer purchasing
activities; the ability to achieve the most effective product
category mixes to maximize sales and margin objectives; competitive
pressures on sales and sales promotions; pricing and gross sales
margins; the level of cable and satellite distribution for the
Company’s programming and the associated fees or estimated cost
savings from contract renegotiations; the Company’s ability to
establish and maintain acceptable commercial terms with third-party
vendors and other third parties with whom the Company has
contractual relationships, and to successfully manage key vendor
and shipping relationships and develop key partnerships and
proprietary and exclusive brands; the ability to manage operating
expenses successfully and the Company’s working capital levels; the
ability to remain compliant with the Company’s credit facilities
covenants; customer acceptance of the Company’s branding strategy
and its repositioning as a video commerce Company; the ability to
respond to changes in consumer shopping patterns and preferences,
and changes in technology and consumer viewing patterns; changes to
the Company’s management and information systems infrastructure;
challenges to the Company’s data and information security; changes
in governmental or regulatory requirements; including without
limitation, regulations of the Federal Communications Commission
and Federal Trade Commission, and adverse outcomes from regulatory
proceedings; litigation or governmental proceedings affecting the
Company’s operations; significant events (including disasters,
weather events or events attracting significant television
coverage) that either cause an interruption of television coverage
or that divert viewership from its programming; disruptions in the
Company’s distribution of its network broadcast to customers; the
Company’s ability to protect its intellectual property rights; the
Company’s ability to obtain and retain key executives and
employees; the Company’s ability to attract new customers and
retain existing customers; changes in shipping costs; expenses
related to the actions of activist or hostile shareholders; the
Company’s ability to offer new or innovative products and customer
acceptance of the same; changes in customer viewing habits of
television programming; logistics costs including the price of
gasoline and transportation; and the risks described from time to
time in the Company’s reports filed with the SEC, including, but
not limited to, the Company’s most recent annual report on Form
10-K, quarterly reports on Form 10-Q, and current reports on Form
8-K. Investors are cautioned not to place undue reliance on
forward-looking statements, which speak only as of the date of this
announcement. The Company is under no obligation (and expressly
disclaims any such obligation) to update or alter its
forward-looking statements whether as a result of new information,
future events or otherwise.
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