Waldencast plc Announces Receipt of Nasdaq Listing Notice
November 06 2023 - 5:00PM
Waldencast plc, (NASDAQ: WALD) (“Waldencast” or the “Company”), a
global multi-brand beauty and wellness platform, today announced
that on October 31, 2023, the Company received written notice from
the Listing Qualifications Staff (the “Staff”) of The Nasdaq Stock
Market LLC (“Nasdaq”) indicating that the Company was subject to
delisting from Nasdaq based upon the Company’s non-compliance with
the filing requirement set forth in Nasdaq Listing Rule 5250(c)(1),
which requires the timely filing of periodic reports with the
Securities and Exchange Commission (the “SEC”). The Company plans
to timely request a hearing before the Nasdaq Hearings Panel (the
“Panel”) pursuant to the procedures set forth in the Nasdaq Listing
Rules. The Listing Rules also provide that such request will stay
any suspension or delisting action for 22 days from the date of the
Nasdaq notification. Further, the Listing Rules provide that, in
its hearing request, the Company may request that the stay remain
in effect through the hearing and the expiration of any additional
extension period granted by the Panel following the hearing.
Accordingly, the Company intends to make such an extended stay
request. If granted, the Company’s securities will continue to be
listed and trade on The Nasdaq Capital Market under the symbols
“WALD” and “WALDW,” respectively, for the stay period granted by
the Panel.
The Company is diligently working to complete and file the
Annual Report on Form 20-F for the year ended December 31, 2022
(the “2022 Annual Report”), with the SEC as soon as practicable.
There can be no assurance, however, that the Company’s requests for
a further stay of any suspension action by Nasdaq and the continued
listing of its securities will be granted by the Panel, or that the
Company will be able to evidence compliance with all applicable
requirements for continued listing on The Nasdaq Capital Market
should the Panel grant the Company an extension to do so.
About WaldencastFounded by Michel Brousset and
Hind Sebti, Waldencast’s ambition is to build a global
best-in-class beauty and wellness operating platform by developing,
acquiring, accelerating, and scaling conscious, high-growth,
purpose-driven brands. Waldencast’s vision is fundamentally
underpinned by its brand-led business model that ensures proximity
to its customers, business agility and market responsiveness, while
maintaining each brand’s distinct DNA. The first step in realizing
its vision was the business combination with Obagi Skincare and
Milk Makeup. As part of the Waldencast platform, brands will
benefit from the operational scale of a multi-brand platform,
expertise in managing global beauty brands at scale, a balanced
portfolio to mitigate category fluctuations, asset-light efficiency
and the market responsiveness and speed of entrepreneurial indie
brands. For more information please visit:
https://ir.waldencast.com/.
Cautionary Statement Regarding Forward-Looking
Statements Statements in this release that are not
historical, are forward-looking statements made pursuant to the
safe harbor provisions of the Private Securities Litigation Reform
Act of 1995. Such statements include, but are not limited to,
statements regarding the Company’s plans to appeal the Staff’s
determination to delist and to request a hearing before the Panel
and a further stay of any suspension action pending the ultimate
outcome of the hearing process; the Company’s ability to evidence
compliance with all applicable requirements for continued listing
on Nasdaq and file its 2022 Annual Report; and any assumptions
underlying any of the foregoing. Words such as “anticipate,“
“believe,“ “continue,“ “could,“ “estimate,“ “expect,“ “intend,“
“may,“ “plan,“ “predict,“ “project,“ “should,“ and “will“ and
variations of such words and similar expressions are intended to
identify such forward-looking statements.
These forward-looking statements are not guarantees of future
performance, conditions or results, and involve a number of known
and unknown risks, uncertainties, assumptions and other important
factors, many of which are outside the control of the Company, that
could cause actual results or outcomes to differ materially from
those discussed in the forward-looking statements, including, among
others: delays in the Audit Committee’s ability to complete its
review and the Company’s ability to finalize its 2022 Annual Report
in a timely manner; the risk that the Panel does not grant the
Company a further stay of any suspension action by Nasdaq or an
extended stay of the suspension of trading of the Company’s
securities; the risk that the Company is unable to evidence
compliance with all applicable requirements for continued listing
on Nasdaq should the Panel grant the Company an extension to do so;
and other risks detailed in the Company’s Registration Statement on
Form F-1 (File No. 333-267053), originally filed with the SEC on
August 24, 2022 and as thereafter amended, and in other documents
that it files or furnishes with the SEC, which you are encouraged
to read. Should one or more of these risks or uncertainties
materialize, or should underlying assumptions prove incorrect,
actual results may vary materially from those indicated or
anticipated by such forward-looking statements. Accordingly, you
are cautioned not to rely on these forward-looking statements,
which speak only as of the date they are made. The Company
undertakes no obligation to update these statements for revisions
or changes after the date of this release, except as required by
law.
Contacts:
InvestorsICR Allison Malkin/Nina
Weisswaldencastir@icrinc.com
MediaICRBrittney Fraser/Alecia
Pulmanwaldencast@icrinc.com
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