Excelligence Learning Corporation Announces Receipt of Additional Filing Extension From Nasdaq
November 21 2005 - 8:30AM
Business Wire
Excelligence Learning Corporation (Nasdaq:LRNSE) announced today
that the NASDAQ Listing Qualifications Panel has agreed to continue
the listing of the Company's securities on The NASDAQ Capital
Market, provided that the Company files its quarterly reports on
Form 10-Q for the three months ended June 30, 2005 and September
30, 2005, and all restated financial statements for prior periods,
on or before December 30, 2005. As previously announced, the
completion and review of the Company's quarterly reports have been
delayed pending finalization of the Company's restatement of its
financial statements as of and for the year ended December 31, 2004
and the quarter ended March 31, 2005. The Panel had previously
agreed to continue the listing of the Company's securities on The
NASDAQ Capital Market provided that the Company filed its
delinquent quarterly report for the period ended June 30, 2005, and
all restated financial statements for prior periods, on or before
November 14, 2005. The Company subsequently notified the Panel that
it would be unable to meet that deadline, and requested a further
extension of time, to December 30, 2005. In its November 16, 2005
decision granting the Company's request, the Panel has indicated
that it may not consider further extensions to the December 30,
2005 date. As expected, the Company has received a NASDAQ Staff
Determination Letter, dated November 17, 2005, noting that the
Company's failure to timely file its Form 10-Q for the quarter
ended September 30, 2005, represents a second violation of
Marketplace Rule 4310(c)(14), and therefore serves as an additional
basis for delisting the Company's securities from The NASDAQ
Capital Market. Because the Listing Qualifications Panel has
already approved the Company's plan to bring all of its filings
current by December 30, 2005, the Company will not have to enter a
second appeal in response to the November 17 Staff Determination
Letter. In connection with its decision to grant the Company's
request for a filing extension, the Panel has requested prompt
notification of any significant events that occur during the
extension period. To maintain its listing, the Company must also
demonstrate compliance with all other continued listing
requirements of The NASDAQ Capital Market. Although the Company
currently believes that it will be able to meet the Panel's
requirement that it regain compliance with Marketplace Rule
4310(c)(14) by December 30, 2005, there can be no guarantee that it
will be able to file its outstanding quarterly reports and all
restatements by that date. If the Company is unable to meet the
Panel's terms, the Company's securities could be delisted from The
NASDAQ Capital Market. About Excelligence Learning Corporation
Excelligence Learning Corporation is a developer, manufacturer and
retailer of educational products which are sold to child care
programs, preschools, elementary schools and consumers. The Company
serves early childhood professionals, educators and parents by
providing quality educational products and programs for children
from infancy to 12 years of age. With its proprietary product
offerings, a multi-channel distribution strategy and extensive
management expertise, the Company aims to foster children's early
childhood and elementary education. The Company is composed of two
business segments, Early Childhood and Elementary School. Through
its Early Childhood segment, the Company develops, markets and
sells educational products through multiple distribution channels
primarily to early childhood professionals and, to a lesser extent,
consumers. Through its Elementary School segment, the Company sells
school supplies and other products specifically targeted for use by
children in kindergarten through sixth grade to elementary schools,
teachers and other education organizations. Those parties then
resell the products either as a fundraising device for the benefit
of a particular school, student program or other community
organization, or as a service project to the school. Excelligence
Learning Corporation's headquarters is in Monterey, California and
its website is www.excelligencelearning.com. Safe Harbor Statement
Under the Private Securities Litigation Reform Act of 1995: This
press release contains forward-looking statements as defined in the
Private Securities Litigation Reform Act of 1995 about matters such
as the completion, audit and review of the Company's restated
financial statements, the filing of the Company's quarterly reports
on Forms 10-Q for the periods ended June 30, 2005 and September 30,
2005, compliance with NASDAQ listing requirements and the potential
delisting of the Company's securities. These statements are based
on management's current expectations and actual results may differ
materially as a result of various risks and uncertainties,
including those set forth in the Company's prior press releases and
periodic public filings with the Securities and Exchange
Commission, which are available via Excelligence's website at
www.excelligencelearning.com. There can be no assurance that the
Company's subsequent processes, such as the filing of its quarterly
reports for the periods ended June 30, 2005 and September 30, 2005,
or compliance with additional NASDAQ Listing Qualifications Panel
requirements, will be timely completed by the Panel's deadlines or
that the Company will avoid delisting by The NASDAQ Capital Market.
In addition, the Company's financial results and stock price may
suffer as a result of the previously announced accounting review
and any subsequent determination from this review, including any
action by NASDAQ. The forward-looking statements in this release
are made as of November 21, 2005, and Excelligence Learning
Corporation does not undertake to revise or update these
forward-looking statements, except to the extent that it is
required to do so under applicable law.
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