DENVER, Nov. 16, 2017 /PRNewswire/ -- RE/MAX Holdings,
Inc. (the "Company" or "RE/MAX Holdings") (NYSE: RMAX) today
announced that, as a result of its failure to timely file its
Quarterly Report on Form 10-Q for the fiscal quarter ended
September 30, 2017 (the "Form 10-Q"),
it has received a notice from the New York Stock Exchange (the
"NYSE") that the Company is not in compliance with the NYSE's
continued listing requirements under the timely filing criteria
established in Section 802.01E of the NYSE Listed Company Manual.
Such notices are routinely issued by the NYSE when there are late
filings with the Securities and Exchange Commission (the
"SEC").
As previously disclosed in the Company's Form 12b-25 filed with
the SEC on November 13, 2017, the
Company is conducting an investigation by a special committee of
independent directors into actions of certain members of the
Company's senior management. The Company is not able to complete
its Form 10-Q while certain aspects of the investigation remain
incomplete.
The NYSE informed the Company that, under the NYSE's rules, the
Company will have six months from November
15, 2017 to file the Form 10-Q with the SEC. The
Company can regain compliance with the NYSE listing standards
before that date by filing the Form 10-Q with the SEC.
The Company continues to work expeditiously to conclude the
investigation and file its Form 10-Q as soon as practicable.
About the RE/MAX Network
RE/MAX was founded in 1973 by David and
Gail Liniger, with an innovative, entrepreneurial culture
affording its agents and franchisees the flexibility to operate
their businesses with great independence. Over 115,000 agents
provide RE/MAX a global reach of over 100 countries and
territories. Nobody sells more real estate than RE/MAX as measured
by total residential transaction sides.
RE/MAX, one of the world's leading franchisors of real estate
brokerage services, and Motto Mortgage, an innovative mortgage
brokerage franchise, are subsidiaries of RMCO LLC, which is
controlled and managed by RE/MAX Holdings, Inc. (NYSE: RMAX).
Forward-Looking Statements
This press release includes "forward-looking statements" within
the meaning of the "safe harbor" provisions of the United States
Private Securities Litigation Reform Act of 1995. Forward-looking
statements may be identified by the use of words such as "believe,"
"intend," "expect," "estimate," "plan," "outlook," "project" and
other similar words and expressions that predict or indicate future
events or trends that are not statements of historical matters.
These forward-looking statements include statements regarding the
ongoing investigation including descriptions of its scope, timing
and impact as well as progress of the investigation, expectations
about the Company's reporting of its results and filing its Form
10-Q for the quarter ended September 30,
2017, expectations about the Company's ability to regain
compliance with New York Stock Exchange listing requirements, and
potential violations of the Company's codes of ethics and business
conduct and policies. Forward-looking statements are based on
information available at the time those statements are made and/or
management's good faith belief as of that time with respect to
future events, and are subject to risks and uncertainties that
could cause actual performance or results to differ materially from
those expressed in or suggested by the forward-looking statements.
Such risks and uncertainties include, without limitation, (1) the
uncertainty of the scope of the internal investigation of the
Special Committee, and its ultimate findings, as well as the timing
of its completion and costs and expenses arising out of the
investigation process and its results, (2) the impact of the
internal investigation on the Company, its management and
operations, including financial impact as well as any litigation or
regulatory action that may arise from the investigation, any of
which may result in a material adverse effect on the Company, (3)
the existence and identification of control deficiencies, including
disclosure controls as well as any material weaknesses in internal
control over financial reporting, and any impact of such control
deficiencies as well as the associated costs in remediating those
control deficiencies, (4) findings of misconduct or other
inappropriate activities by members of our senior management,
including violations of Company policies and procedures, and (5)
reputational damage that the Company may suffer as a result of the
matters being investigated by the Special Committee, as well as
those risks and uncertainties described in the sections entitled
"Risk Factors" and "Management's Discussion and Analysis of
Financial Condition and Results of Operations" in the most recent
Annual Report on Form 10-K filed with the Securities and Exchange
Commission ("SEC") and similar disclosures in subsequent periodic
and current reports filed with the SEC, which are available on the
investor relations page of the Company's website at www.remax.com
and on the SEC website at www.sec.gov. Readers are cautioned not to
place undue reliance on forward-looking statements, which speak
only as of the date on which they are made. Except as required by
law, the Company does not intend, and undertakes no duty, to update
this information to reflect future events or
circumstances.
View original
content:http://www.prnewswire.com/news-releases/remax-holdings-receives-new-york-stock-exchange-notice-regarding-late-form-10-q-filing-300558089.html
SOURCE RE/MAX Holdings, Inc.