Current Report Filing (8-k)
March 17 2023 - 9:15AM
Edgar (US Regulatory)
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or Section 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
March 14, 2023
w
EXELA TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
Delaware |
|
001-36788 |
|
47-1347291 |
(State or other jurisdiction of
incorporation or organization) |
|
(Commission File Number) |
|
(I.R.S. Employer
Identification Number) |
2701 E. Grauwyler Rd.
Irving, TX |
|
75061 |
(Address of principal executive offices) |
|
(Zip Code) |
Company’s telephone number, including area
code: (844) 935-2832
Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class |
|
Trading
Symbol |
|
Name of Each Exchange
on
Which Registered |
Common Stock, Par Value $0.0001 per share |
|
XELA |
|
The Nasdaq Stock Market LLC |
6.00% Series B Cumulative Convertible Perpetual Preferred Stock, par value $0.0001 per share |
|
XELAP |
|
The Nasdaq Stock Market LLC |
Check the appropriate box below if the Form 8-K
filing is intended to simultaneously satisfy the filing obligation to the registrant under any of the following provisions:
¨ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
¨ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
¨ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
¨ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
¨ |
Emerging growth company |
¨ | If an emerging growth company,
indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised
financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. |
On March 14, 2023,
Exela Technologies, Inc. (the “Company”) received a decision from the Nasdaq Hearing Panel (the “Panel”) of
The Nasdaq Stock Market (“Nasdaq”) stating that the Panel had granted the Company an exception to the Nasdaq Listing
Rule 5550(a)(2) (the “Rule”) until May 19, 2023, by which point the Company must demonstrate compliance with the Rule.
The Company expects that the exception granted by Nasdaq will maintain the trading of the Company’s securities on Nasdaq until
at least May 19, 2023.
The Company plans to hold a special
meeting of shareholders on May 4, 2023, to obtain approval for a reverse stock split. If approved, the common stock is expected to start
trading on a post-split basis on May 8, 2023, and the Company thereby anticipates regaining compliance with the Rule on May 19, 2023.
Forward-Looking Statements
This Current Report on Form 8-K contains “forward-looking statements” within the meaning of Section
27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended, including statements regarding the potential
financing. Forward-looking statements are predictions, projections and other statements about future events that are based on current
expectations and assumptions and, as a result, are subject to risks and uncertainties. These statements are based on various assumptions,
whether or not identified in this Current Report on Form 8-K. These forward-looking statements are not intended to serve as and must not
be relied on by an investor as, a guarantee, an assurance, a prediction or a definitive statement of fact or probability. Actual events
and circumstances are difficult or impossible to predict and will differ from assumptions. Many actual events and circumstances are beyond
the control of the Company. You should carefully consider the foregoing factors as well as other factors discussed in the Company's filings
with the Securities and Exchange Commission. These filings identify and address other important risks and uncertainties that could cause
actual events and results to differ materially from those contained in the forward-looking statements. Forward-looking statements speak
only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements.
SIGNATURE
Pursuant to the requirements
of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
Dated: March 17, 2023
|
EXELA TECHNOLOGIES, INC. |
|
|
|
|
|
|
By: |
/s/ Erik Mengwall |
|
|
|
Name: Erik Mengwall |
|
|
|
Title: Secretary |
|
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