F45 Receives NYSE Notice of Non-Compliance with NYSE Trading Share Price Listing Rule
May 22 2023 - 4:30PM
Business Wire
F45 Training Holdings Inc. (NYSE: FXLV) (“F45” or the “Company”)
today announced that it received a notice from the New York Stock
Exchange (the “NYSE”) indicating that the Company is not in
compliance with Section 802.01C of the NYSE Listed Company Manual
because the average closing price of the Company’s Common Stock
(the “Common Stock”) was less than $1.00 over a consecutive 30
trading-day period. The notice has no immediate effect on the
listing of the Company’s stock on the NYSE.
The Company intends to respond to the NYSE within ten business
days of receipt of the notice affirming its intent to cure the
deficiency. Pursuant to the NYSE’s rules, the Company has a
six-month period following receipt of the notice to regain
compliance with the NYSE’s minimum share price requirement.
The Company intends to consider a number of available
alternatives to cure its non-compliance with the applicable price
criteria in the NYSE’s continued listing standards. The Company can
regain compliance with the minimum share price requirement at any
time during the six-month cure period if, on the last trading day
of any calendar month during the cure period or on the last day of
the cure period, the Company has (i) a closing share price of at
least $1.00, and (ii) an average closing share price of at least
$1.00 over the 30 trading-day periods ending on the last trading
day of that month.
The Company’s Common Stock will continue to be listed and trade
on the NYSE during this period, subject to its compliance with
other NYSE continued listing standards. The receipt of the notice
does not affect the Company’s business, operations or reporting
requirements with the Securities and Exchange Commission (the
“SEC”).
About F45
F45 Training (“F45” or the “Company”) is a leading boutique
fitness franchise platform operating the F45, FS8 and Vive Active
brands. F45 is a high-intensity interval training (HIIT) workout
that utilizes proprietary technology, including a proven fitness
platform that leverages a rich content database of thousands of
unique functional training movements that offers members a new
workout experience each day. FS8 is a progressive new fitness
concept that remixes the best elements of pilates, tone and yoga.
Vive Active is an innovative, high energy fitness concept that
focuses on athletic reformer pilates. F45 is committed to
supporting our expanding global franchise network in the high
growth boutique fitness category. For more information, please
visit www.f45training.com.
Forward-Looking Statements
This press release contains 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, including, without limitation, the Company’s expectations
as to timing and results of the conclusion of its financial
statement review process. These forward-looking statements involve
a number of risks and uncertainties. Words such as “may,” “will,”
“should,” “expects,” “plans,” “anticipates,” “could,” “intends,”
“target,” “projects,” “contemplates,” “believes,” “estimates,”
“predicts,” “potential,” or “continue” or negatives of these words
and variations of such words and similar expressions are intended
to identify such forward-looking statements. All forward-looking
statements included in this press release are based on management’s
expectations as of the date of this press release and, except as
required by law, F45 disclaims any obligation to update these
forward- looking statements to reflect future events or
circumstances.
Forward-looking statements are subject to certain risks,
uncertainties and assumptions relating to factors that could cause
actual results to differ materially from those anticipated in such
statements, including, without limitation, the discovery of
additional information relevant to the review processes for our
financial statements; the timing of the review by, and the
conclusions of, our independent registered public accounting firm
regarding our financial statements; and the risk that the
completion and filing of the 2022 Form 10-K will take longer than
expected. Detailed information regarding these and other factors
that could affect F45’s business and results is included in F45’s
SEC filings, including in the section titled “Risk Factors” in
F45’s Annual Report on Form 10-K and other SEC filings.
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version on businesswire.com: https://www.businesswire.com/news/home/20230522005703/en/
Investors ICR, Inc. Bruce Williams F45IR@icrinc.com (332)
242-4303
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