DALLAS, Dec. 26,
2023 /PRNewswire/ -- Ashford Inc. (NYSE
American: AINC) ("Ashford" or the "Company") today announced that
it received a letter from the NYSE American LLC (the "NYSE
American") dated December 20, 2023,
notifying that the Company is no longer in compliance with NYSE
American continued listing standards. Specifically, the letter
states that the Company is not in compliance with the continued
listing standards set forth in Sections 1003(a)(i) and (ii) of the
NYSE American Company Guide (the "Company Guide"). Section
1003(a)(i) requires a listed company to have stockholders' equity
of $2 million or more if the listed
company has reported losses from continuing operations and/or net
losses in two of its three most recent fiscal years. Section
1003(a)(ii) requires a listed company to have stockholders' equity
of $4 million or more if the listed
company has reported losses from continuing operations and/or net
losses in three of its four most recent fiscal years. The Company
reported a stockholders' deficit of $295.7
million as of September 30,
2023, and has had losses from continuing operations and/or
net losses in three of its four most recent fiscal years ended
December 31, 2022.
However, Section 1003(a) of the Company Guide states that the
NYSE American will not normally consider suspending dealings in, or
removing from the list, the securities of a listed company which is
below standards (i) and (ii) of Section 1003(a) if the listed
company is in compliance with the following two standards: (1)
total value of market capitalization of at least $50 million; or total assets and revenue of
$50 million each in its last fiscal
year, or in two of its last three fiscal years; and (2) the listed
company has at least 1.1 million shares publicly held, a market
value of publicly held shares of at least $15 million and 400 round lot shareholders. As of
December 20, 2023, the Company was in
compliance with the first standard because it had total assets and
total revenue of at least $50 million
in its last fiscal year and was in compliance with the second
standard, except that the current market value of publicly held
shares was below $15 million.
The Company must submit a plan of compliance (the "Plan") by
January 19, 2024 addressing how it
intends to regain compliance with Sections 1003(a)(i) and (ii) of
the Company Guide by June 20, 2025,
or sooner if the NYSE American determines that the nature and
circumstances of the Company's continued listing status warrant a
shorter period of time. The Company intends to fully comply with
the NYSE American's requests and will submit its Plan
accordingly.
The Company's stock will continue to be listed on the NYSE
American while the Company evaluates its various alternatives. The
Company's receipt of such notification from the NYSE American does
not affect the Company's business, operations or reporting
requirements with the U.S. Securities and Exchange Commission.
Ashford is an alternative asset management company with a
portfolio of strategic operating businesses that provides global
asset management, investment management and related services to the
real estate and hospitality sectors.
Forward-Looking Statements
Certain statements and assumptions in this press release
contain or are based upon "forward-looking" information and are
being made pursuant to the safe harbor provisions of the Private
Securities Litigation Reform Act of
1995. Forward-looking statements in this press
release include, among others, statements about the Company's
strategy and future plans.
These forward-looking statements are subject to
risks and uncertainties. When we use the words "will likely
result," "may," "anticipate," "estimate," "should," "expect,"
"believe," "intend," or similar expressions, we intend to
identify forward-looking statements. Such statements are
subject to numerous assumptions and uncertainties, many of which
are outside Ashford Inc.'s control.
These forward-looking statements are subject
to known and unknown risks and uncertainties, which could cause
actual results to differ materially from those anticipated,
including, without limitation: our ability to regain compliance
with NYSE American LLC continued listing standards; our ability to
regain Form S-3 eligibility; our ability to repay, refinance or
restructure our debt and the debt of certain of our subsidiaries;
anticipated or expected purchases or sales of assets; our projected
operating results; completion of any pending transactions; our
understanding of our competition; market trends; projected capital
expenditures; the impact of technology on our operations and
business; general volatility of the capital markets and the market
price of our common stock and preferred stock; availability, terms
and deployment of capital; availability of qualified personnel;
changes in our industry and the markets in which we operate,
interest rates or the general economy; and the degree and nature of
our competition. These and other risk factors are more fully
discussed in the Company's filings with the Securities and Exchange
Commission.
The forward-looking statements included in this press release
are only made as of the date of this press release. Such
forward-looking statements are based on our beliefs, assumptions,
and expectations of our future performance taking into account all
information currently known to us. These beliefs, assumptions, and
expectations can change as a result of many potential events or
factors, not all of which are known to us. If a change occurs, our
business, financial condition, liquidity, results of operations,
plans, and other objectives may vary materially from those
expressed in our forward-looking statements. You should carefully
consider this risk when you make an investment decision concerning
our securities. Investors should not place undue reliance on these
forward-looking statements. The Company can give no assurance that
these forward-looking statements will be attained or that any
deviation will not occur. We are not obligated to publicly update
or revise any forward-looking statements, whether as a result of
new information, future events or circumstances, changes in
expectations, or otherwise, except to the extent required by
law.
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SOURCE Ashford Inc.