Regional Health Properties, Inc. (“Regional” or the
“Company”) (NYSE American: RHE) (NYSE American: RHE-PA), a
self-managed healthcare real estate investment company that invests
primarily in real estate purposed for senior living and long-term
care, made an announcement concerning the Company's noncompliance
with the continued listing standards of NYSE American LLC (the
"Exchange").
On May 24, 2022, the Company received an official notice of
noncompliance from the Exchange stating that the Company is not in
compliance with the Exchange’s continued listing standards under
the timely filing criteria outlined in Section 1007 of the
Exchange’s Company Guide (the “Company Guide”) because the Company
failed to timely file its Quarterly Report on Form 10-Q for the
period ended March 31, 2022 (the "Delayed Form 10-Q"), which was
due to be filed with the Securities and Exchange Commission (“SEC”)
no later than May 23, 2022 (the “Filing Delinquency”).
For the reasons previously disclosed in its Form 12b-25 filed
with the Securities and Exchange Commission (the “SEC”) on May 17,
2022, the Company has not timely filed the Delayed Form 10-Q
because additional time is needed to finalize the Delayed Form 10-Q
and furnish the XBRL Interactive Data File exhibits required by
Item 601(b)(101) of Regulation S-K. The Company is actively working
to complete the Delayed Form 10-Q and intends to file the Delayed
Form 10-Q under the Securities Exchange Act of 1934, as amended
(the “Exchange Act”), within the next thirty (30) days.
As a result of the foregoing, the Company has become subject to
the procedures and requirements of Section 1007 of the Company
Guide. During the six-month period from the date of the Filing
Delinquency (the “Initial Cure Period”), the Exchange will monitor
the Company and the status of the Delayed Form 10-Q and any
subsequent reports until the Filing Delinquency is cured. If the
Company fails to cure the Filing Delinquency within the Initial
Cure Period, the Exchange may, in its sole discretion, allow the
Company’s securities to be traded for up to an additional six-month
period (the “Additional Cure Period”), depending on the Company’s
specific circumstances. If the Exchange determines that an
Additional Cure Period is not appropriate, suspension and delisting
procedures will commence in accordance with the procedures set
forth in Section 1010 of the Company Guide.
Notwithstanding the foregoing, however, the Exchange may in its
sole discretion decide (i) not to afford the Company any Initial
Cure Period or Additional Cure Period, as the case may be, at all
or (ii) at any time during the Initial Cure Period or Additional
Cure Period, to truncate the Initial Cure Period or Additional Cure
Period, as the case may be. Furthermore, the Exchange may
immediately commence suspension and delisting procedures if the
Company is subject to delisting pursuant to any other provision of
the Company Guide, including if the Exchange believes, in its sole
discretion, that continued listing and trading of the Company’s
securities on the Exchange is inadvisable or unwarranted in
accordance with Sections 1001-1006 of the Company Guide.
In the interim, the Company’s securities will continue to be
listed on the Exchange, subject to the Company’s compliance with
other continued listing requirements, and the Company’s common
stock and preferred stock will continue to trade under the symbols
“RHE” and “RHE PRA,” respectively. The Exchange will make a late
filer (“.LF”) indicator available on the consolidated tape. Each
data vendor that disseminates the quotes and trades of
Exchange-listed issuers may append this indicator to the ticker
symbols of the Company. Each vendor is free to use an indicator of
its own choosing so the letter or symbol used to indicate this
status may differ from vendor to vendor. The Exchange also
publishes a list of noncompliant issuers and displays the .LF
indicator on its website.
The Company’s filings with the SEC are available free of charge
at the SEC’s website, www.sec.gov.
About Regional Health Properties
The Company currently owns, leases, manages for third parties,
and operates, 24 facilities. The Company: (i) leased 10 skilled
nursing facilities (“SNF’s”) (which the Company owns); (ii)
subleased six SNFs (which the Company leases) to third-party
tenants; (iii) operated 3 SNF, previously subleased (which the
Company leases) and 1 assisted living facility (ALF), previously
leased (which the Company owns) as of May 1, 2022; (iv) leased 1
ALF (which the Company owns) to a third-party tenant; and (v)
managed, on behalf of third-party owners, two SNF’s and one
independent living facility.
For more information, visit
www.regionalhealthproperties.com.
Important Cautions Regarding Forward-Looking
Statements
This press release contains forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of Exchange Act. All statements, other
than statements of historical fact, included or incorporated in
this press release are forward-looking statements. The words
“believes,” “anticipates,” “estimates,” “plans,” “expects,”
“intends,” “may,” “could,” “should,” “potential,” “likely,”
“projects,” “continue,” “will,” and “would” and similar expressions
are intended to identify forward-looking statements, although not
all forward-looking statements contain these identifying words.
These forward-looking statements include, among others, those
statements regarding Regional’s expectations as to the timing of
the filing of the Delayed Form 10-Q.
These forward-looking statements involve risks and
uncertainties, and actual results could vary materially from these
forward-looking statements. Factors that may cause future results
to differ materially from management’s current expectations
include, among other things, that the completion and filing of the
Delayed Form 10-Q will take longer than expected and that Regional
will be unable to file the Delayed Form 10-Q within the Initial
Cure Period or Additional Cure Period.
Regional does not guarantee that it will actually achieve the
plans, intentions or expectations disclosed in its forward-looking
statements and you should not place undue reliance on Regional’s
forward-looking statements. There are a number of important factors
that could cause Regional’s actual results to differ materially
from those indicated or implied by its forward-looking statements,
including those important factors set forth under the caption “Risk
Factors” in Regional’s Annual Report on Form 10-K for the period
ended December 31, 2018, and Regional’s subsequent filings with the
SEC. Although Regional may elect to do so at some point in the
future, Regional does not assume any obligation to update any
forward-looking statements and it disclaims any intention or
obligation to update or revise any forward-looking statement,
whether as a result of new information, future events or
otherwise.
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version on businesswire.com: https://www.businesswire.com/news/home/20220531005579/en/
Company Contacts Brent Morrison, CFA Chief Executive
Officer & President Regional Health Properties, Inc. Tel (678)
368-4402 Brent.morrison@regionalhealthproperties.com
Investor Relations Brett Maas Managing Partner Hayden IR
Tel (646) 536-7331 brett@haydenir.com
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