FTE Networks Receives Notice of Noncompliance from NYSE American
October 18 2019 - 5:20PM
FTE Networks, Inc. (NYSE American: FTNW) (“FTE” or the “Company”),
today announced that on October 14, 2019, the Company received a
notice of non-compliance from the NYSE Regulation staff of the New
York Stock Exchange (“NYSE”) advising the Company that it was no
longer in compliance with NYSE’s continued listing requirements set
forth in Part 8 of the NYSE American Company guide (the “Company
Guide”) as a result of the board resignations that were disclosed
in the Company’s Form 8-K filed on October 11, 2019.
Specifically, after giving effect to the board
and respective committee resignations, NYSE informed the Company
that: (1) the Company’s Audit Committee was no longer compliant
with Section 803B(2)(c) and Section 803B(2)(a)(iii) of the Company
Guide as it was no longer composed of two independent members and
did not have a financially sophisticated audit committee member
and; (2) and the Company’s Compensation Committee was no longer
compliant with the requirements set forth in Section 805(a) of the
Company Guide.
To regain compliance with the above listed
continued listing requirements, the Board appointed Joseph F.
Cunningham and Peter Ghishan to the Audit Committee, following a
determination by the Board that Messrs. Cunningham and Ghishan were
“independent” under NYSE listing standards and other governing laws
and applicable regulations, including Rule 10A-3 under the
Securities Exchange Act of 1934, as amended (the “Exchange Act”).
Mr. Cunningham will serve as the chair of the Audit Committee and
the Board determined that he is financially sophisticated as
defined in the NYSE American governance standards. Mr. Cunningham
was appointed to serve on the Compensation Committee along with
Michael P. Beys, following a determination by the Board that Mr.
Beys was “independent” under NYSE listing standards and other
governing laws and applicable regulations, including Rule 10A-3
under the Exchange Act.
Following the appointment of Messrs. Cunningham
and Ghishan to the Company’s Audit Committee and Messrs. Beys and
Cunningham’s appointment to the Compensation Committee, the Company
believes it has regained compliance with the continued listing
requirements under Sections 803B(2)(c), 803B(2)(a)(iii), and 805(a)
of the Company Guide.
On October 15, 2019, the Company submitted a
plan of compliance to NYSE, setting forth its plan for regaining
compliance with Sections 134 and 1101 of the Company Guide relating
to the timely filing of Exchange Act reports and requesting an
extension to file its Form 10-K for the year ended December 31,
2018 and its Form 10-Q’s for the periods ended March 31, 2019 and
June 30, 2019.
On October 17, 2019, NYSE notified the Company
that it had determined to accept its request and granted the
Company an extension to file its 10-K and 10-Q’s through January
17, 2020.
The Company is making this announcement in
compliance with Sections 401(j), 402(g), and 1009(j) of the Company
Guide, which requires prompt disclosure of receipt of a
notification of noncompliance with the Exchange’s continued listing
standards.
About FTE Networks, Inc.
FTE Networks, Inc. (“FTE”) through its
subsidiaries Crosslayer and Juscom divisions provide technology
solutions for smart building platforms, edge computing and network
infrastructure solutions for residential and commercial properties.
We create transformative smart platforms and buildings. FTE’s
services are predicated on smart design and consistent standards
that reduce deployment costs and accelerate delivery of leading
edge projects and services. The Company works with Fortune 100/500
companies, including some of the world’s leading Telecommunications
and IT Services Providers as well as REITs and Media Providers.
Forward-Looking Statements
This release may contain “forward-looking
statements” within the meaning of the safe harbor provisions of the
United States Private Securities Litigation Reform Act of 1995.
Generally, forward-looking statements can be identified by the use
of forward-looking terminology such as “believe,” “will,”
“intends,” “expects,” and may include statements regarding matters
that involve known or unknown risks, uncertainties and other
factors that may cause our results, levels of activity, performance
or achievements to differ materially from results expressed or
implied by this release. Forward-looking statements are neither
historical facts nor assurances of future performance. Instead,
they are based only on our current beliefs, expectations, and
assumptions regarding the future of our business, future plans and
strategies, projections, anticipated events and market trends, the
economy and other future conditions. Because forward-looking
statements relate to the future, they are subject to inherent
uncertainties, risks and changes in circumstances that are
difficult to predict and many of which are outside of our control.
These risk factors and others are included from time to time in
documents we file with the Securities and Exchange Commission,
including but not limited to, our Form 10-K’s, Form 10-Q’s and Form
8-K’s. Our actual results and financial condition may differ
materially from those indicated in the forward-looking statements.
Accordingly, you should not place undue reliance on these
forward-looking statements. Any forward-looking statement made by
us in this release is based only on information currently available
to us and speaks only as of the date on which it is made. We
undertake no obligation to publicly update any forward-looking
statement, whether as a result of new information, future
developments or otherwise.
For more information, please
contact:
Corporate Contact:FTE
Networks, Inc.237 W. 35th Street, Suite 601New York, NY
10001(877) 850-4308ir@ftenet.comNYSE American: FTNW
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