BEIJING, Jan. 18, 2022 /PRNewswire/ -- RISE Education
Cayman Ltd (the "Company") (NASDAQ: REDU) today announced that on
January 11, 2022, the Company was
notified by the Listing Qualifications department (the "Staff") of
The Nasdaq Stock Market LLC ("Nasdaq") that the Staff had
determined to delist the Company's securities unless the Company
timely requested a hearing before a Nasdaq Hearings Panel (the
"Panel"). The Staff's determination was based upon its conclusion
that the Company is a "public shell" as that term is defined in
Nasdaq Listing Rule 5101 as the result of the Company's sale of
substantially all of its assets on December
30, 2021, as well as the Company's failure to timely file
its interim balance sheet and income statement for the period ended
June 30, 2021 with the Securities and
Exchange Commission (the "SEC"). The Company filed its interim
balance sheet and income statement for the period ended
June 30, 2021 with the SEC on
January 11, 2022, and has therefore
regained compliance with Nasdaq Listing Rule 5250(c)(2).
Importantly, the Company today requested a hearing before the
Panel, which request has stayed any further delisting action by
Nasdaq at least pending the hearing and the expiration of any
extension that may be granted to the Company by the Panel. At the
hearing, the Company will present its plan to evidence compliance
with all applicable Nasdaq listing criteria and request an
extension of time to do so. To that end, the Company is actively
pursuing strategic business opportunities that include operating
activities that will generate revenue.
On January 6, 2022, the Company's
Board of Directors received a non-binding proposal from a leading
specialized technology platform for a business combination
("Proposed Transaction"), pursuant to which the counter-party will
contribute its business in the electrical vehicle ecosystem that
has a leading market position in exchange for newly issued shares
in the Company. The Company is evaluating the Proposed Transaction,
with the assistance of China Renaissance Securities (Hong Kong) Limited as its financial advisor
and Kirkland & Ellis as its legal advisor. The parties have
agreed to negotiate on an exclusive basis for a period of 28 days
beginning January 17, 2022, which
period will be extended for 14 days so long as the parties are
negotiating in good faith definitive documentation for the Proposed
Transaction upon the expiration of the initial 28-day period.
There can be no assurance that the Proposed Transaction or any
other similar transaction will be approved or consummated and the
Company does not undertake any obligation to provide any update
with respect to the Proposed Transaction or any other transaction,
except as required by law.
Safe Harbor Statement
This current report contains statements of a forward-looking
nature. These statements are made under the "safe harbor"
provisions of the U.S. Private Securities Litigation Reform Act of
1995. You can identify these forward-looking statements by
terminology such as "will," "expects," "believes," "anticipates,"
"intends," "estimates" and similar statements. These
forward-looking statements involve known and unknown risks and
uncertainties and are based on current expectations, assumptions,
estimates and projections about RISE and the industry. All
information provided in this current report is as of the date
hereof, and RISE undertakes no obligation to update any
forward-looking statements to reflect subsequent occurring events
or circumstances, or changes in its expectations, except as may be
required by law. Although RISE believes that the expectations
expressed in these forward-looking statements are reasonable, it
cannot assure you that its expectations will turn out to be
correct, and investors are cautioned that actual results may differ
materially from the anticipated results.
For investor and media inquiries, please contact:
Investor Relations
RISE Education
Email: riseir@rdchina.net
Tel: +86 (10) 8559-9000
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SOURCE RISE Education Cayman Ltd