Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
On May 22, 2019, Revolution Lighting Technologies, Inc. (the Company) received a letter from the Nasdaq Hearings
Panel (the Panel) of The Nasdaq Stock Market (Nasdaq) informing the Company that the Panel has granted the Companys request to stay the suspension of the Companys securities from Nasdaq pending a final
determination from the Panel regarding the Companys listing status. A final listing determination will be made after the Companys hearing before the Panel, which hearing is scheduled for June 6, 2019.
As previously disclosed, the Company received a delisting determination letter from Nasdaq, informing the Company that since it has been unable to file
certain prior Securities Exchange Commission (SEC) reports (the Delayed Reports), the Companys common stock is subject to delisting from Nasdaq. Nasdaq Listing Rule 5250(c)(1) requires listed companies to timely file
all required periodic financial reports with the SEC.
As previously disclosed in the Companys Form
filed on January 4, 2019, Nasdaq has also notified the Company that it is not in compliance with Nasdaq Listing Rule 5550(a)(2), which requires the Company to maintain a minimum bid price of at least $1.00 per share.
On May 24, 2019, the Company issued a press release announcing its temporary stay of delisting from Nasdaq. A copy of the press release is attached as
Exhibit 99.1 and is incorporated by reference.
Except for statements of historical fact, the matters discussed herein are forward-looking statements within the meaning of the applicable
securities laws and regulations. The words will, may, estimates, expects, intends, believes and similar expressions are intended to identify forward-looking statements, although
not all forward-looking statements contain these identifying words. Forward-looking statements, including statements regarding when the Company will file the Delayed Reports and whether the Company will regain compliance with Nasdaqs continued
listing requirements, involve risks and uncertainties that may cause actual results to differ materially from those stated here. Factors that could cause actual results to differ materially from those in the forward-looking statements include, but
are not limited to, the risk that the Audit Committee investigation or the restatement will not be timely completed and the other risks described more fully in the Companys filings with the SEC. Forward-looking statements reflect the views of
the Companys management as of the date hereof. The Company does not undertake to revise these statements to reflect subsequent developments.