The Tile Shop Announces Plan to Delist From Nasdaq, Deregister Its Common Stock, and Cancel Its Third Quarter Earnings Call
22 October 2019 - 9:00PM
Tile Shop Holdings, Inc. (Nasdaq: TTS) (the “Company”) today
announced that it will voluntarily delist its common stock from the
Nasdaq Stock Market, and based upon ownership of its shares by
fewer than 300 holders of record, deregister its common stock under
the Securities Exchange Act of 1934 and suspend its public
reporting obligations.
Cabell Lolmaugh, the Company’s CEO,
stated, “We’ve undertaken a thorough and
thoughtful review of our cost structure, including costs associated
with being a Nasdaq-listed and SEC reporting company. After
careful consideration, our Board of Directors decided to
voluntarily delist from Nasdaq and deregister with the SEC as we
believe the savings that will benefit our shareholders outweigh the
advantages of continuing as a Nasdaq-listed and SEC reporting
company.”
The Company intends to file a Form 25 with the
Securities and Exchange Commission (the “SEC”) on or about November
1, 2019 in order to delist from Nasdaq. The Company anticipates
that the last day of trading on Nasdaq will be on or about November
8, 2019. The Company’s common stock may thereafter be
eligible for trading on an over-the-counter market, if one or more
brokers chooses to make a market for the Company’s common stock;
however, there can be no assurances regarding any such trading.
On or about November 12, 2019, the Company
intends to file a Form 15 with the SEC, at which time the Company
anticipates that its obligations to file periodic reports under the
Securities Exchange Act of 1934, as amended (the “Exchange Act”),
including annual, quarterly and current reports on Form 10-K, Form
10-Q and Form 8-K, respectively, will be suspended, and that all
requirements associated with being an Exchange Act-registered
company, including the requirement to file current and periodic
reports, will terminate permanently 90 days thereafter. The Company
still intends to file its annual report on Form 10-K for the year
ending December 31, 2019.
Further information about the Company’s
intention to delist from Nasdaq and deregister its common stock can
be found in the Company’s “Frequently Asked Questions Relating to
the Proposed Delisting and Deregistration,” which will be filed as
an exhibit to the Company’s Form 8-K filed with the SEC today, or
on the Company’s website at investors.tileshop.com.
Webcast and Conference Call
The Company also announced that it will not hold
its previously scheduled third quarter 2019 earnings call at 9:00
a.m. Eastern Time today, Tuesday, October 22, 2019.
About The Tile Shop
The Tile Shop (Nasdaq:TTS) is a leading
specialty retailer of natural stone and man-made tiles, setting and
maintenance materials, and related accessories in the United
States. The Company offers a wide selection of high-quality
products, exclusive designs, knowledgeable staff and exceptional
customer service in an extensive showroom environment. Each store
is outfitted with full-room tiled displays which are enhanced by
the complimentary Design Studio, a collaborative platform to create
customized 3D design renderings to scale, allowing customers to
bring their design ideas to life. The Tile Shop currently operates
141 stores in 31 states and the District of Columbia.
The Tile Shop is a proud member of the American
Society of Interior Designers (ASID), National Association of
Homebuilders (NAHB), National Kitchen and Bath Association (NKBA),
and the National Tile Contractors Association (NTCA). Visit
www.tileshop.com. Join The Tile Shop (#thetileshop) on Facebook,
Instagram, Pinterest and Twitter. Forward
Looking Statements
This press release includes “forward looking
statements” within the meaning of the “safe harbor” provisions of
the United States Private Securities Litigation Reform Act of
1995. Forward looking statements may be identified by the use
of words such as “anticipate”, “believe”, “expect”, “estimate”,
“plan”, “outlook”, and “project” and other similar expressions that
predict or indicate future events or trends or that are not
statements of historical matters. These forward looking
statements include any statements regarding the Company’s strategic
and operational plan, including the intention to delist from Nasdaq
and deregister the Company’s common stock, and expected financial
performance. Forward looking statements should not be read as a
guarantee of future performance or results, and will not
necessarily be accurate indications of the times at, or by, which
such performance or results will be achieved. Forward looking
statements are based on information available at the time those
statements are made and/or management’s good faith belief as of
that time with respect to future events, and are subject to risks
and uncertainties that could cause actual performance or results to
differ materially from those expressed in or suggested by the
forward looking statements, including but not limited to unforeseen
events that may affect the retail market or the performance of the
Company’s stores. The Company does not intend, and undertakes
no duty, to update this information to reflect future events or
circumstances. Investors are referred to the most recent
reports filed with the SEC by the
Company.
Contacts:Investors and
Media:Mark Davis763-852-2978mark.davis@tileshop.com
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