Property Solutions Acquisition Corp. II Receives Expected Notice from Nasdaq Regarding Delayed Quarterly Report
June 01 2021 - 4:01PM
Business Wire
Property Solutions Acquisition Corp. II (the “Company”),
announced today that on May 28, 2021, it received a notice (the
“Notice”) from the Listing Qualifications Department of The Nasdaq
Stock Market (“Nasdaq”) stating that the Company is not in
compliance with Nasdaq Listing Rule 5250(c)(1) (the “Rule”) for
continued listing because it had not timely filed its Quarterly
Report on Form 10-Q for the quarter ended March 31, 2021 (the “Form
10-Q”) with the Securities and Exchange Commission (the “SEC”). The
Notice has no immediate effect on the listing or trading of the
Company’s securities on the Nasdaq Capital Market.
As previously reported by the Company in its Form 12b-25 filed
with the SEC on May 17, 2021, the Company reevaluated the
accounting treatment of its public and private warrants (the
“Warrants”) as equity following the issuance by the Staff of the
SEC of the “Staff Statement on Accounting and Reporting
Considerations for Warrants Issued by Special Purpose Acquisition
Companies (“SPACs”) (the “SEC Statement”). The SEC Statement
provides guidance for all SPACs regarding the accounting and
reporting for their warrants. The Company concluded that, based on
the SEC Statement, its Warrants should be classified as liabilities
measured at fair value, with non-cash fair value adjustments
recorded in earnings at each reporting period. As a result of the
foregoing, as well as the time and dedication of resources needed
to prepare the Form 10-Q, the Company was unable, without
unreasonable effort or expense, to file the Form 10-Q by the due
date of May 17, 2021, as required by the Rule.
Under Nasdaq rules, the Company has 60 calendar days from the
date of the Notice, or until July 26, 2021, to submit a plan to
regain compliance with the Rule. If Nasdaq accepts the Company’s
plan, then Nasdaq may grant an exception of up to 180 calendar days
from the due date of the Form 10-Q, or until November 22, 2021, to
regain compliance. The Company is working diligently to complete
and file the Form 10-Q as soon as reasonably practicable with the
intention of regaining compliance.
About Property Solutions Acquisition Corp. II
Property Solutions Acquisition Corp. II is a newly organized
blank check company incorporated as a Delaware corporation for the
purpose of effecting a merger, capital stock exchange, asset
acquisition, stock purchase, reorganization or similar business
combination with one or more businesses or entities. Although the
Company may pursue a business combination opportunity in any
business, industry, sector or geographical location it chooses, it
currently intends to focus on target companies that service the
real estate industry, including property technology.
Cautionary Statement Concerning Forward-Looking
Statements
This press release contains statements that constitute
“forward-looking statements,” including with respect to the
Company’s ability to timely regain compliance with the Rule and its
search for a business combination. Forward-looking statements
involve a number of risk factors, uncertainties (some of which are
beyond the Company’s control) and other assumptions including, but
not limited to, those factors set forth under the heading “Risk
Factors” in the Company’s final prospectus on Form 424B4, dated
March 3, 2021, and filed with the SEC on March 5, 2021, and in
subsequent reports filed by the Company with the SEC. Should one or
more of these risk factors or uncertainties materialize, or should
any of the Company’s assumptions prove incorrect, actual results
may vary in material respects from those projected in these
forward-looking statements. The risks described in the Company’s
filings with the SEC, as amended from time to time, may not be
exhaustive. Copies of the Company’s filings with the SEC are
available on the SEC’s website, www.sec.gov. The Company cautions
readers not to place undue reliance upon any forward-looking
statements, which speak only as of the date made. The Company
undertakes no obligation to update or revise any forward-looking
statements, whether as a result of new information, future events
or otherwise, except as may be required under applicable securities
laws.
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version on businesswire.com: https://www.businesswire.com/news/home/20210601006009/en/
Jordan Vogel, Co-Chief Executive Officer Property Solutions
Acquisition Corp. II jordan@benchmarkrealestate.com
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