Aankondiging • May 17
Goal Acquisitions Corp. announced delayed 10-Q filing On 05/16/2025, Goal Acquisitions Corp. announced that they will be unable to file their next 10-Q by the deadline required by the SEC. Aankondiging • Apr 02
Goal Acquisitions Corp. announced delayed annual 10-K filing On 04/01/2025, Goal Acquisitions Corp. announced that they will be unable to file their next 10-K by the deadline required by the SEC. Aankondiging • Nov 16
Goal Acquisitions Corp. announced delayed 10-Q filing On 11/15/2024, Goal Acquisitions Corp. announced that they will be unable to file their next 10-Q by the deadline required by the SEC. Aankondiging • Aug 16
Goal Acquisitions Corp. announced delayed 10-Q filing On 08/15/2024, Goal Acquisitions Corp. announced that they will be unable to file their next 10-Q by the deadline required by the SEC. Aankondiging • Jul 02
Nasdaq Files Form 25-NSE with SEC to Remove Goal Acquisitions' Securities As previously disclosed, on May 7, 2024, Goal Acquisition Corp.’s (the ‘Company’) received written notice (the ‘Notice’) from the Listing Qualifications Department (the ‘Staff’) of the Nasdaq Stock Market LLC (‘Nasdaq’) notifying the Company that the Company’s securities would be delisted from Nasdaq due to the Company’s failure to comply with Nasdaq IM-5101and Nasdaq Listing Rules 5550(b)(2), 5550(a)(4) and Rule 5250(f). On June 28, 2024, Nasdaq filed a Form 25-NSE with the Securities and Exchange Commission (the “SEC”) which will remove all of the Company’s securities from listing and registration on Nasdaq. The Company’s securities began trading on the OTC Pink Market under their existing symbols on May 23, 2024. Aankondiging • May 24
Goal Acquisitions Corp.(OTCPK:PUCK) dropped from NASDAQ Composite Index Goal Acquisitions Corp. has been removed from NASDAQ Composite Index . Aankondiging • May 18
Goal Acquisitions Corp. announced delayed 10-Q filing On 05/16/2024, Goal Acquisitions Corp. announced that they will be unable to file their next 10-Q by the deadline required by the SEC. Aankondiging • May 15
Goal Acquisitions Corp. Receives Written Notice from the Listing Qualifications Department On May 7, 2024, Goal Acquisitions Corp. (the Company") received written notice (the Notice") from the Listing Qualifications Department (the Staff") of The Nasdaq Stock Market LLC (Nasdaq") notifying the Company that in connection with the hearing on April 16, 2024, Nasdaq determined that the Company's securities would be delisted from Nasdaq (the Decision") due to the Company's failure to comply with Nasdaq IM-5101and Nasdaq Listing Rules 5550(b)(2), 5550(a)(4) and Rule 5250(f). The Nasdaq notice also advises the Company of its right to request an appeal of the Decision within fifteen (15) days. If the Company does not appeal, Nasdaq will file a Form 25 Notification of Delisting with the U.S. Securities and Exchange Commission when all internal procedural periods have run. The Company is considering whether to appeal the Decision. Trading of the Company's securities were suspended at the opening of business on May 9, 2024. The Company intends to work with OTC Markets to facilitate the trading of the Company's securities on the OTC Pink Market under their existing symbols. Aankondiging • Apr 28
Goal Acquisitions Receives Non-Compliance Written Notice from The Nasdaq Stock Market LLC On April 23, 2024, Goal Acquisitions Corp. (the ‘Company’) received written notice (the ‘Notice’) from the Listing Qualifications Department (the ‘Staff’) of The Nasdaq Stock Market LLC (‘Nasdaq’) indicating that, in addition to the Company’s non-compliance with the 36-month requirement to complete a business combination with an operating company as required under Nasdaq IM-5101, and the Company no longer satisfying the minimum $35 million market value of listed securities requirement and the minimum 500,000 publicly held shares requirement for continued inclusion on The Nasdaq Capital Market, as set forth Nasdaq Listing Rules 5550(b)(2) and 5550(a)(4), respectively, the Company has not paid certain fees required by Nasdaq Listing Rule 5250(f). While the Notice indicated that this additional deficiency could serve as an additional basis for delisting, the Notice also indicated that the Company may present its plan to evidence compliance with the above requirements to the Nasdaq Hearings Panel by April 30, 2024. The Company intends to present a plan to evidence compliance to Nasdaq prior to the deadline. The Notice has no other impact on trading in the Company’s securities on Nasdaq at this time. Aankondiging • Apr 03
Goal Acquisitions Corp. announced delayed annual 10-K filing On 04/02/2024, Goal Acquisitions Corp. announced that they will be unable to file their next 10-K by the deadline required by the SEC. Aankondiging • Feb 18
Goal Acquisitions Receives Written Notice from the Nasdaq Stock Market LLC Indicates its No Longer in Compliance with the Nasdaq Listing Rules On February 12, 2024, Goal Acquisitions Corp. (the ‘Company’) received a written notice (the ‘Notice’) from the Listing Qualifications Department of The Nasdaq Stock Market LLC (‘Nasdaq’) indicating that it was no longer in compliance with the Nasdaq Listing Rules (the ‘Rules’). In the Notice, Nasdaq advised the Company that, pursuant to Rule IM-5101-2, a special purpose acquisition company (‘SPAC’) must complete one or more business combinations within 36 months of the effectiveness of the SPAC’s initial public offering. Since the Company’s registration statement became effective on February 10, 2021, it was required to complete its initial business combination by no later than February 10, 2024. Such rule also provides that if the Company does not comply with the above requirement, Nasdaq will issue a Staff Delisting Determination under Rule 5810 to delist the Company’s securities. The Company entered into a binding definitive agreement to close the transaction with the target company. The target company breached the definitive agreement and the Company is pursuing its legal remedies against the target company. Accordingly, Nasdaq has advised the Company that its securities will be delisted from The Nasdaq Stock Market and, unless the Company requests an appeal of such determination, its securities will be suspended from trading at the opening of business on February 22, 2024 and a Form 25-NSE will be filed with the Securities and Exchange Commission removing the Company’s securities from listing and registration on the Nasdaq. The Company plans to immediately appeal the staff’s delisting determination by requesting a hearing with a Nasdaq Hearings Panel (the ‘Panel’) pursuant to the procedures set in the Nasdaq Listing Rule 5800 Series. The Company intends to timely request a hearing before the Panel to request additional time to complete a business combination. If timely filed, the hearing request will result in a stay of any suspension or delisting action pending the hearing. New Risk • Oct 29
New minor risk - Market cap size The company's market capitalization is less than US$100m. Market cap: US$86.1m This is considered a minor risk. Companies with a small market capitalization are most likely businesses that have not yet released a product to market or are simply a very small company without a wide reach. Either way, risk is elevated with these companies because there is a chance the product may not come to fruition or the company's addressable market or demand may not be as large as expected. In addition, if the company's size is the main factor, it is less likely to have many investors and analysts following it and scrutinizing its performance and outlook. Currently, the following risks have been identified for the company: Major Risks Less than 1 year of cash runway based on free cash flow trend (-US$1.4m free cash flow). Negative equity (-US$9.7m). Revenue is less than US$1m. Minor Risk Market cap is less than US$100m (US$86.1m market cap). Board Change • Dec 31
Insufficient new directors No new directors have joined the board in the last 3 years. The company's board is composed of: No new directors. 12 experienced directors. No highly experienced directors. was the last director to join the board, commencing their role in . The following issues are considered to be risks according to the Simply Wall St Risk Model: Insufficient board refreshment. Aankondiging • Nov 19
Digital Virgo SAS entered into a business combination agreement to acquire Goal Acquisitions Corp. (NasdaqCM:PUCK) from Goal Acquisitions Sponsor LLC and others for approximately $510 million in a reverse merger transaction. Digital Virgo SAS entered into a business combination agreement to acquire Goal Acquisitions Corp. (NasdaqCM:PUCK) from Goal Acquisitions Sponsor LLC and others for approximately $510 million in a reverse merger transaction on November 17, 2022. Under the business combination agreement, Goal will acquire all the shares of Digital Virgo in exchange for consideration equal to $513 million (based on a value of the common stock at $10 per share) plus the amount of cash that Digital Virgo has at closing, minus the amount of financial indebtedness that Digital Virgo has outstanding at closing. $125 million of the consideration will be paid in cash and the remainder in newly-issued shares of common stock of Goal, plus up to 5 million shares of common stock of Goal (valued at $10 per share), subject to certain earn-out provisions, which will be deposited in escrow and will be released if certain adjusted EBITDA and share price targets are met. Upon closing, Goal will be renamed Digital Virgo Group, Inc., and its common stock is expected to be publicly listed in the U.S. Certain of the Sellers may be able to elect to receive shares of preferred shares of the Company which are listed on Nasdaq following the Closing (to the extent the Company can issue such shares at the Closing) up to an aggregate amount of $100,000,000 in lieu of shares of Common Stock. 1,293,750 shares of Common Stock will be deposited into an earnout escrow account and will be released to Goal Acquisitions Sponsor LLC (the “Sponsor”) if the Share Price milestone is met. In case of termination under certain circumstances, Goal will be obligated to pay Digital Virgo a termination fee of $2,000,000 and Digital Virgo will be obligated to pay Goal a termination fee of $2,000,000.
Transaction is subject to the satisfaction of customary closing conditions including Goal shareholder approval, approval for listing on Nasdaq, European electronic money institution approvals, a minimum of $20 million in cash being available at closing, receipt of certain regulatory approvals, Goal having at least $5,000,001 of net tangible assets remaining after giving effect to redemptions and the execution of definitive agreements for a $100 million committed capital on demand facility. The transaction was unanimously approved by the Digital Virgo Strategic Committee and the Goal Board of Directors. Transaction is expected to close in the first quarter of 2023.
JMP Securities, a Citizens Company, and Amala Partners are serving as financial advisors to Goal Acquisitions. Annie Maudouit-Ridde and Michael Blankenship of Winston & Strawn LLP and Frédéric Peltier of Peltier Juvigny Marpeau & Associés are serving as legal counsel to Digital Virgo. Will Chuchawat of Proskauer Rose LLP is serving as legal counsel to Goal Acquisitions. Latham & Watkins LLP is serving as legal counsel to JMP Securities, a Citizens Company. Aankondiging • May 17
Goal Acquisitions Corp. announced delayed 10-Q filing On 05/16/2022, Goal Acquisitions Corp. announced that they will be unable to file their next 10-Q by the deadline required by the SEC. Aankondiging • Apr 03
Goal Acquisitions Corp. announced delayed annual 10-K filing On 04/01/2022, Goal Acquisitions Corp. announced that they will be unable to file their next 10-K by the deadline required by the SEC. Aankondiging • May 18
Goal Acquisitions Corp. announced delayed 10-Q filing On 05/17/2021, Goal Acquisitions Corp. announced that they will be unable to file their next 10-Q by the deadline required by the SEC. 