To date, management has not identified any
errors that would require a restatement of financials
WESTMINSTER, Colo., Nov. 14,
2024 /PRNewswire/ -- On November 13, 2024, Trimble Inc. (NASDAQ: TRMB)
received a staff delisting determination from the Listing
Qualifications Department of The Nasdaq Stock Market LLC, informing
the Company that Nasdaq has initiated a process which could result
in the delisting of the Company's common stock from Nasdaq as a
result of the Company not being in compliance with Nasdaq Listing
Rule 5250(c)(1), which requires listed companies to timely file all
required periodic financial reports with the Securities and
Exchange Commission.
In addition, Nasdaq also informed the Company that it is
delinquent in filing its Quarterly Report on Form 10-Q for the
period ended September 27, 2024. The
staff determination and the deficiency notice have no immediate
effect and will not immediately result in the suspension of trading
or delisting of the Company's securities.
The staff determination was issued because the Company had not
filed the Quarterly Reports on Form 10-Q for the periods ended
March 29, 2024, June 28, 2024 and September 27, 2024 by the November 11, 2024 deadline previously granted by
Nasdaq.
The Company intends to appeal the staff determination before a
Nasdaq Hearing Panel and seek a further stay of any suspension or
delisting action pending the hearing process in accordance with the
procedures set forth in the staff determination. Hearings are
typically scheduled to occur 30 to 45 days after the date of the
request. Following the hearing, the Hearing Panel will issue a
decision, which the Company may further appeal to the Nasdaq
Listing Council for review. The Company believes it is well
positioned, although not guaranteed, to be granted an extension.
This would provide the Company and Ernst & Young LLP, the
Company's independent registered public accounting
firm, additional time to complete their work and for the
Company to file its financials, thereby regaining compliance with
the Nasdaq Listing Rule.
The Company is working diligently with EY to complete the
previously disclosed assessment of the impacts related to the
Company's internal controls over financial reporting as soon as
practicable. EY has been performing and continues to perform
incremental audit procedures responsive to the identified material
weaknesses.
Based on the work to date, management has not identified any
errors that would result in a restatement to the consolidated
financial statements for the periods presented in the Company's
Annual Report on Form 10-K, originally filed with the SEC on
February 26, 2024, or for any
previously released financial results. Furthermore, EY has not
withdrawn its audit report on the financial statements included in
the Company's Annual Report on Form 10-K.
Safe Harbor Statement
Certain statements made in this press release are
forward-looking statements within the meaning of Section 21E
of the Securities Exchange Act of 1934, as amended, and are made
pursuant to the safe harbor provisions of the Securities Litigation
Reform Act of 1995. These statements include statements regarding
the Company's intention to appeal the staff determination and seek
an extended stay; the Nasdaq delisting process; and the timing and
expectations in connection with the Company's and EY's assessment
process and the filing of the delayed periodic reports; as well as
all statements that are not historical facts. While management has
not identified any errors based on the work completed to date that
would result in a restatement to the consolidated financial
statements for the periods presented in the Company's Annual Report
on Form 10-K, originally filed with the SEC on February 26, 2024, or for any previously
released financial results, it is possible that errors could be
discovered in the ongoing audit that could lead to such a
restatement. These forward-looking statements are subject to
change, and actual results may materially differ from those set
forth in this press release due to certain risks and uncertainties.
Factors that could cause or contribute to changes in such
forward-looking statements include, but are not limited to, the
expected results of EY's completion of its additional audit
procedures; the risk that the completion and filing of the delayed
periodic reports will take longer than expected; the outcome of the
Company's appeal of the staff determination and request for an
extended stay; the duration of any extension that may be granted by
Nasdaq; and the risk that the Company will be unable to meet
Nasdaq's continued listing requirements. The foregoing review of
important factors should not be construed as exhaustive and should
be read in conjunction with the other cautionary statements set
forth in reports filed with the SEC, including the Company's
current reports on Form 8-K, quarterly reports on
Form 10-Q and its annual report on Form 10-K. Undue
reliance should not be placed on any forward-looking statement
contained herein. These statements reflect the Company's position
as of the date of this press release. The Company expressly
disclaims any undertaking to release publicly any updates or
revisions to any statements to reflect any change in the Company's
expectations or any change of events, conditions, or circumstances
on which any such statement is based.
About Trimble
Trimble is transforming the ways people move, build and live.
Core technologies in positioning, modeling and data analytics
connect the digital and physical worlds to improve our customers'
productivity, quality, safety, transparency and sustainability. For
more information about Trimble (NASDAQ: TRMB), visit:
www.trimble.com.
FTRMB
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SOURCE Trimble