KIT digital to Change Auditors and Announces Delisting From NASDAQ
December 18 2012 - 9:00AM
Marketwired
KIT digital, Inc. (NASDAQ: KITD), a leading video management
software and services company, announced today that it has
dismissed Grant Thornton LLP as the Company's independent auditor.
The Company is in the process of engaging a new audit firm and
anticipates an announcement about the appointment of a new auditor
in the near future.
As previously disclosed, KIT digital is undertaking a
restatement of the Company's historical financial statements for
the years ended December 31, 2009, 2010 and 2011, each of the three
quarters in 2009, 2010 and 2011, and each of the quarters ended
March 31, 2012 and June 30, 2012. The restatement, once completed,
will be subject to audit by the Company's independent public
accounting firm.
Additionally, the Company announced today that its common stock
would be delisted from The NASDAQ Stock Market effective at the
opening of business on December 21, 2012. Trading of the Company's
common stock is currently subject to a trading halt, which the
Company does not expect to be lifted prior to the delisting of the
common stock. The delisting is precipitated by the Company's
determination not to pay certain fees based on its current
circumstances and outlook, which include: (1) the previously
disclosed listing violation for its failure to timely file its
third quarter Form 10-Q, (2) likely delisting in early 2013 due to
failure to hold a 2012 annual meeting, and (3) the possible failure
to become compliant in SEC reporting in sufficient time to avoid
delisting. The Company does not intend to request an appeal hearing
regarding NASDAQ's delisting determination.
The Company currently intends to submit an application in order
for the Company's common stock to be listed on the OTC Pink
Sheets/OTC Pink Marketplace, including submission of a Financial
Industry Regulatory Authority ("FINRA") Form 211. The Company's
common stock would begin trading on the OTC Pink Sheets/OTC Pink
Marketplace following approval by FINRA's OTC Compliance Unit of
the Company's Form 211 and at least one market maker deciding to
quote the Company's common stock. The OTC Pink Sheets/OTC Pink
Marketplace is a market tier operated by the OTC Market Group Inc.
for over-the-counter traded companies. The delisting and transition
to the OTC Pink Sheets/OTC Pink Marketplace does not change the
Company's obligations to file periodic and other periodic reports
with the SEC under applicable federal securities laws. There is no
assurance that the OTC Compliance Unit will approve the Company's
Form 211 in view of the pending restatement of the Company's
financial statements or that any market maker will decide to quote
the Company's common stock following delisting by NASDAQ or at all,
and thus there is no assurance that the Company's common stock will
become eligible to trade on the OTC Pink Sheets/OTC Pink
Marketplace.
Important Caution Regarding Forward-Looking
Statements
This release contains certain "forward-looking statements."
These statements can be identified by the use of words or phrases
such as "believes," "estimates," "expects," "intends,"
"anticipates," "projects," "plans" and variations of these words or
similar words. Important risks, uncertainties and other important
factors that could cause actual results to differ materially
include, among others, the risk that additional information may
become available in preparing and auditing the financial statements
that would require the Company to make additional corrections, the
time and effort required to complete the restatement of the
financial statements, the ramifications of the Company's inability
to timely file periodic and other reports with the SEC, including
the risk that the Company's common stock will not be eligible to
trade on the OTC Pink Sheets/OTC Pink Marketplace or that the
Company determines not to seek to make the shares of common stock
eligible to trade on the OTC Pink Sheets/OTC Pink Marketplace, the
risk of engaging a new audit firm and the terms thereof, and the
risk of litigation or governmental investigations or proceedings
relating to these matters. Certain risks and uncertainties related
to the Company's business are or will be described in greater
detail in the Company's filings with the SEC. Except as required by
applicable law, the Company is not under obligation to (and
expressly disclaims any such obligation to) update its
forward-looking statements whether as a result of new information,
future events or otherwise.
About KIT digital, Inc.
KIT digital (NASDAQ: KITD) is a leading video management
software and services company. Cosmos and Cloud, the company's
video asset management systems, enable leading broadband media
companies to produce, manage and deliver multiscreen
socially-enabled video experiences to audiences wherever they are.
KIT digital services nearly 2,500 clients in 50+ countries
including some of the world's biggest brands, such as Airbus, The
Associated Press, AT&T, BBC, BSkyB, Disney-ABC, Google, HP,
Mediaset, MTV, News Corp, RCS Media Group, Sky Deutschland, Sky
Italia, Telecom Argentina, Telecom Italia, Telefonica O2, Universal
Studios, Verizon, Vodafone, VRT and Volkswagen. KIT digital
maintains headquarters in New York City and offices in more than a
dozen countries around the world. Visit the company at www.kitd.com
or follow on Twitter at www.twitter.com/KITdigital.
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KIT digital Media Contact: Werbayne McIntyre Director, Marketing
Tel. +44 1904 438000 Mob +44 7590 554 845 KIT digital Investor
Contact: Murray Arenson Managing Director, Financial Strategy Tel.
+1-646-553-4900
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