Burlingame, Calif., June 3, 2021 (GLOBE NEWSWIRE) – Carney Technology Acquisition Corp. II (NASDAQ: CTAQ) (the “Company”) announced today that it has received notice (“Notice”) from the Regulatory Affairs Division of The Nasdaq Stock Market (“Nasdaq”) due to its inability to publish its quarterly report on Form 10-Q for Submit the quarter ending March 31, 2021 (the “Form 10-Q”) in a timely manner. The notice advised the Company that it did not meet the Nasdaq Continuous Listing requirements under the Nasdaq Listing Rule 5250 (c) (1) (the “Rule”).
As reported by the Company on its Form 12b-25 filed with the Securities and Exchange Commission (the “SEC”) on May 17, 2021, the Company was unable to file its Form 10-Q in due time without undue effort or expense. The extension period provided for in Rule 12b-25 expired on May 24, 2021. The company was unable to meet the deadline for filing its Form 10-Q because the company determined that its outstanding warrants should be accounted for as a liability and the scope and process of updating its financial statements accordingly.
On May 28, 2021, the company received notification from Nasdaq that it was breaking the rule for failing to file Form 10-Q with the SEC in a timely manner. The rule requires publicly traded companies to file all required periodic financial reports with the SEC in a timely manner. The announcement has no immediate effect on the listing or trading of the Company’s securities. However, if the company does not regain the rule in time, the company’s securities will be removed from the Nasdaq.
Nasdaq has also informed the company that under the Nasdaq Rules, the company has 60 calendar days from the date of the announcement (May 28, 2021) or through July 27, 2021 to pursue a plan to regain compliance with the Nasdaq To submit rules. The company may regain compliance with Nasdaq listing standards during this 60-day period if the company files its Form 10-Q with the SEC. If the company fails to file its Form 10-Q and submit its plan to regain compliance within that 60-day period, Nasdaq may, in its sole discretion, allow the Company’s shares, warrants and shares of Class A common stock for up to 180 days from the Form 10-Q due date or November 22, 2021, depending on specific circumstances, to regain compliance. If Nasdaq does not accept the company’s plan, the company has the option to appeal the decision to a Nasdaq hearing panel.
As noted above, the company is working diligently to fill out its Form 10-Q. The company intends to file Form 10-Q as soon as possible in order to regain compliance with the Nasdaq Listing Rules.
About Carney Technology Acquisition Corp. II
Carney Technology Acquisition Corp. II is a blank check company formed for the purpose of conducting a merger, share swap, asset acquisition, share purchase, recapitalization, reorganization, or other similar business combination with one or more companies or companies. The company intends to focus on a target business in the technology industry. The company is led by Chief Executive Officer David Roberson, President Gale England and Chief Acquisition Officer Lloyd Carney.
This press release may contain “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities, and oral statements made from time to time by Company officials may contain “forward-looking statements” Stock Exchange Act of 1934 as amended. Statements about possible business combinations and their financing and related matters,
and all other statements in this press release that are not historical facts are forward-looking statements. In this press release, words such as “anticipate”, “believe”, “continue”, “could”, “estimate”, “expect”, “intend”, “may”, “could”, “plan”, “possible”, “Potential,” “predict,” “project,” “should,” “would” and similar expressions relating to us or our management team identify forward-looking statements. Such forward-looking statements are based on management’s beliefs and on assumptions and information currently available to the company’s management. Actual results could differ materially from those anticipated in the forward-looking statements due to certain factors listed in the company’s filings with the Securities and Exchange Commission (“SEC”). All subsequent forward-looking statements, whether written or oral, that are attributed to us or to persons acting on our behalf are restricted in their entirety by this paragraph. Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the
Company, including those set out in the Risk Factors section of the Company’s Registration Statement and Prospectus for the SEC filed listing. The company assumes no obligation to update these statements for revisions or changes after the date of this publication unless required by law.
Carney Technology Acquisition Corp. II