공시 • Oct 13
Nasdaq to File Form 25 with the United States Securities and Exchange Commission to Delist Lefteris Acquisition Corporation's Securities On October 11, 2022, Lefteris Acquisition Corp. announced that, due to its anticipated inability to consummate an initial business combination within the time period required by its Second Amended and Restated Certificate of Incorporation, Lefteris intends to dissolve and liquidate in accordance with the provisions of its Second Amended and Restated Certificate of Incorporation and will redeem all of the outstanding shares of Class A common stock that were included in the units issued in its initial public offering (the ‘Public Shares’), at a per-share redemption price of approximately $10.06. ‘As responsible stewards of shareholder capital, we felt the best course of action given market turmoil was to explore possible combinations with many potential partners, but to proceed only where we had a high degree of confidence that they would grow in value once public,’ stated Jon Isaacson, Chief Executive Officer and Chief Financial Officer of Lefteris. ‘Since this standard could not be met, we are ceasing our efforts and disbursing the funds back to the shareholders.’ Lefteris' Vice Chairman and former Chief Executive Officer Karl Roessner added, ‘We were tireless in our efforts to unlock shareholder value as we identified hundreds of potential business combination partners and participated in over one hundred meetings regarding potential transactions. Ultimately, however, we were unable to reach an agreement where we felt confident that there would be shareholder appreciation. Therefore, we remained disciplined and are returning the capital held in the trust account.’ ‘We believe the SPAC vehicle can be an effective approach to capital raising for certain growing companies,’ said Mark Casady, Executive Chairman of Lefteris. ‘However, in light of the current conditions, we are taking the route that returns value in a market that values cash.’ As of the close of business on October 24, 2022, the Public Shares will be deemed cancelled and will represent only the right to receive the redemption amount. In order to provide for the disbursement of funds from the trust account, the Company has instructed the trustee of the trust account to take all necessary actions to liquidate the trust account. The proceeds of the trust account will be held in a non-interest bearing account while awaiting disbursement to the holders of the Public Shares. Record holders may redeem their shares for their pro rata portion of the proceeds of the trust account by delivering their Public Shares to Continental Stock Transfer & Trust Company, the Company's transfer agent. Beneficial owners of Public Shares held in ‘street name,’ however, will not need to take any action in order to receive the redemption amount. The redemption of the Public Shares is expected to be completed within ten business days after October 23, 2022. The Company's initial stockholders have waived their redemption rights with respect to its outstanding common stock issued prior to the Company's initial public offering. There will be no redemption rights or liquidating distributions with respect to the Company's warrants, which will expire worthless. The Company expects that Nasdaq will file a Form 25 with the United States Securities and Exchange Commission (the ‘SEC’) to delist its securities. The Company thereafter expects to file a Form 15 with the SEC to terminate the registration of its securities under the Securities Exchange Act of 1934, as amended. 공시 • May 31
Lefteris Acquisition Receives Notification of Deficiency by Listing Qualifications Department At Nasdaq As previously announced on May 21, Lefteris Acquisition Corp. has determined to restate its 2020 financial statements in light of the U.S. SEC recently issued "Staff Statement on Accounting and Reporting Considerations for Warrants Issued by Special Purpose Acquisition Companies." Given the time and focus dedicated to the restatement process and the completion and filing of the Company's Form 10-K/A, the company requires additional time to complete its customary quarterly review and reporting process and the filing of its Form 10-Q for the first quarter ended March 31, 2021 and was unable to file the Form 10-Q by the May 17 deadline. As a result, the company received a Notification of Deficiency by the Listing Qualifications Department at Nasdaq on May 28 indicating that it is in violation of Nasdaq Listing Rule 5250(c)(1). The Form 10-Q will be filed as soon as is practicable after the filing of the Form 10-K/A.
As previously announced on May 21, Lefteris Acquisition Corp. has determined to restate its 2020 financial statements in light of the U.S. SEC recently issued "Staff Statement on Accounting and Reporting Considerations for Warrants Issued by Special Purpose Acquisition Companies." Given the time and focus dedicated to the restatement process and the completion and filing of the Company's Form 10-K/A, the company requires additional time to complete its customary quarterly review and reporting process and the filing of its Form 10-Q for the first quarter ended March 31, 2021 and was unable to file the Form 10-Q by the May 17 deadline. As a result, the company received a Notification of Deficiency by the Listing Qualifications Department at Nasdaq on May 28 indicating that it is in violation of Nasdaq Listing Rule 5250(c)(1). The Form 10-Q will be filed as soon as is practicable after the filing of the Form 10-K/A. 공시 • May 18
Lefteris Acquisition Corp. announced delayed 10-Q filing On 05/17/2021, Lefteris Acquisition Corp. announced that they will be unable to file their next 10-Q by the deadline required by the SEC.