お知らせ • Dec 23
Nasdaq Determines to Delist Securities of CF Acquisition Corp. VII On December 16, 2024, CF Acquisition Corp. VII (the Company") received a letter from the Listing Qualifications Department of The Nasdaq Stock Market (Nasdaq") stating that the staff of Nasdaq (Staff") has determined that
the Company's securities will be delisted from Nasdaq, trading of the Company's Class A common stock, warrants, and units will be suspended at the opening of business on December 23, 2024, and a Form 25-NSE (the Form 25")
will be filed with the Securities and Exchange Commission (the Commission"), which will remove the Company's securities from listing and registration on Nasdaq pursuant to Nasdaq Listing Rule IM-5101-2 (Rule IM-5101-2").
Under Rule IM-5101-2, a special purpose acquisition company must complete one or more business combinations within 36 months of the effectiveness of its initial public offering (IPO") registration statement. Since the Company failed to complete its initial business combination by December 15, 2024, the Company did not comply with Rule IM-5101-2, and its securities are now subject to delisting. The Company does not intend to appeal the Staff's determination but will instead liquidate and redeem its outstanding Public Shares. New Risk • Nov 16
New major risk - Revenue and earnings growth Earnings have declined by 26% per year over the past 5 years. This is considered a major risk. Ultimately, shareholders want to see a good return on their investment and that generally comes from sharing in the company's profits. If profits are declining over an extended period, then in most cases the share price will decline over time unless the company can turn around its fortunes. A trend of falling earnings can be very difficult to turn around. If the company is well already established it may also be a sign the company has matured and is in decline. In addition, if the company pays dividends it will also likely need to reduce or cut them, striking a dual blow to total shareholder returns. Currently, the following risks have been identified for the company: Major Risks Shares are highly illiquid. Negative equity (-US$12m). Earnings have declined by 26% per year over the past 5 years. Revenue is less than US$1m. お知らせ • Dec 09
CF Acquisition Corp. VII, Annual General Meeting, Dec 29, 2023 CF Acquisition Corp. VII, Annual General Meeting, Dec 29, 2023, at 10:00 US Eastern Standard Time. Location: the offices of Ellenoff Grossman & Schole LLP, located at 1345 Avenue of the Americas, 11th Floor, New York, New York 10105. New York United States Agenda: To consider the proposal to ratify the selection by the audit committee of the board of directors of the Company (the “Board”) of WithumSmith+Brown, PC to serve as independent registered public accounting firm for the year ending December 31, 2023 (the “Auditor Ratification Proposal”). お知らせ • Sep 09
CF Acquisition Corp. VII Announces Resignation of Steven Bisgay from Its Board of Directors CF Acquisition Corp. VII announced that Effective on September 1, 2023, Steven Bisgay resigned from the board of directors of the company. Mr. Bisgay’s resignation was not the result of any dispute or disagreement with the Company or the Company’s board of directors on any matter relating to the Company’s operations, policies or practices. Board Change • Jan 01
High number of new and inexperienced directors There are 5 new directors who have joined the board in the last 3 years. The company's board is composed of: 5 new directors. No experienced directors. No highly experienced directors. Chairman & CEO Howard Lutnick is the most experienced director on the board, commencing their role in 2020. The following issues are considered to be risks according to the Simply Wall St Risk Model: Lack of board continuity. Lack of experienced directors. お知らせ • Dec 17
CF Acquisition Corp. VII Appoints Doug Barnard as a Member of the Board Effective December 15, 2022, the board of directors of CF Acquisition Corp. VII appointed Doug Barnard as a member of the Board. Mr. Barnard will serve as a Class I director. Additionally, effective December 15, 2022, the Board appointed Mr. Barnard as a member of the audit committee and the compensation committee of the Board. Mr. Barnard replaces Mr. Steven Bisgay as a member of the Audit Committee. As a result of these appointments, the Company believes that it is in compliance with the corporate governance requirements of the Nasdaq Stock Market to have all members of the Audit Committee being independent within one year of the consummation of the Company’s initial public offering. Mr. Barnard, age 62, served on the board of directors of CF Acquisition Corp. VI from February 2021 until the closing of its business combination with Rumble in December 2021. Mr. Barnard has served on the Board of Managers at Prophet Asset Management, a registered investment advisor with over $2 billion under management since July 2015. Prior to that, Mr. Barnard was the Chief Financial Officer and Executive Managing Director of Cantor from July 2006 until his retirement in April 2015. As Chief Financial Officer of Cantor, Mr. Barnard was responsible for Cantor’s global financial and management accounting, regulatory reporting, treasury and risk functions and also served as a member of multiple boards and committees at the company. Prior to joining Cantor in July 2006, Mr. Barnard served as the Chief Administrative Officer for Dover Management LLC, an investment management firm, where he oversaw all compliance, finance and administrative functions. Prior to his tenure with Dover, Mr. Barnard held the position of Managing Director and Controller of the Americas Region at Deutsche Bank AG, where he oversaw all regional financial control during a period of rapid expansion, including the integration of Bankers Trust Corporation. He also served as Chief Financial Officer for Deutsche’s Asia-Pacific Region based in their Singapore office. Previously, Mr. Barnard was Vice President and Investment Banking Controller at Goldman Sachs & Co., joining the bank from Deloitte Haskins & Sells. Mr. Barnard earned a BBA in public accounting from Pace University in 1982. He was a certified public accountant and a past member of the Financial Management Division of the Securities Industry Association, the Connecticut Society of CPAs and the American Institute of CPAs. Current and prior affiliations include the National Forest Foundation and the Corporate Cares Gala supporting the American Cancer Society. お知らせ • Dec 06
CF Acquisition Corp. VII, Annual General Meeting, Dec 28, 2022 CF Acquisition Corp. VII, Annual General Meeting, Dec 28, 2022, at 13:00 US Eastern Standard Time. Agenda: To consider and vote on a proposal to ratify the selection by the audit committee of the Board of Withum Smith+Brown, PC to serve as independent registered public accounting firm for the year ending December 31, 2022. Board Change • Apr 27
Less than half of directors are independent Following the recent departure of a director, there are only 2 independent directors on the board. The company's board is composed of: 2 independent directors. 3 non-independent directors. Independent Director Rob Sharp was the last independent director to join the board, commencing their role in 2021. The company's minority of independent directors is a risk according to the Simply Wall St Risk Model. Board Change • Feb 12
Less than half of directors are independent Following the recent departure of a director, there are only 2 independent directors on the board. The company's board is composed of: 2 independent directors. 3 non-independent directors. Independent Director Rob Sharp was the last independent director to join the board, commencing their role in 2021. The company's minority of independent directors is a risk according to the Simply Wall St Risk Model.