NEW YORK, May 28, 2021 /PRNewswire/ -- MDH Acquisition
Corp. (NYSE: MDH) (the "Company") announced today that it received
a notice from the New York Stock Exchange (the "NYSE") indicating
that the Company is not in compliance with Section 802.01E of the
NYSE Listed Company Manual as a result of its failure to timely
file its Quarterly Report on Form 10-Q for the quarter ended
March 31, 2021 (the "Q1 2021 Report")
with the U.S. Securities and Exchange Commission (the "SEC").
As indicated in the Form 12b-25 filed by the Company with the SEC
on May 17, 2021, the Company is in
the process of reevaluating the accounting treatment of the public
and private warrants issued in connection with the Company's
initial public offering (the "Warrants") following the SEC Staff's
issuance of the "Staff Statement on Accounting and Reporting
Considerations for Warrants Issued by Special Purpose Acquisition
Companies" (the "Statement"). The Statement provides guidance
for all special purpose acquisition companies, including the
Company, regarding the accounting and reporting for their
warrants.
![MDH MDH](https://mma.prnewswire.com/media/1521246/MDH_Acquisition_Corp_Logo.jpg)
The NYSE informed the Company that, under NYSE rules, the
Company will have six months from May 24,
2021 to file the Q1 2021 Report with the SEC. The Company
can regain compliance with the NYSE listing standards at any time
prior to that date by filing its Q1 2021 Report. If the Company
fails to file the Q1 2021 Report before the NYSE's compliance
deadline, the NYSE may grant, at its sole discretion, an extension
of up to six additional months for the Company to regain
compliance, depending on the specific circumstances. The notice
from the NYSE also notes that the NYSE may nevertheless commence
delisting proceedings at any time if it deems that the
circumstances warrant.
The Company concluded that, based on the Statement, the Warrants
should be classified as liabilities measured at fair value, with
subsequent changes in fair value recorded in the Company's
Statement of Operations each reporting period. The Company
continues to work diligently to complete the Q1 2021 Report as soon
as possible; however, given the scope of the valuation process for
calculating the fair value of the Warrant liabilities in accordance
with the Statement, the Company is not in a position to file the Q1
2021 Report until after the completion of this process.
About MDH Acquisition Corp.
MDH Acquisition Corp. is a blank check company whose business
purpose is to effect a merger, capital stock exchange, asset
acquisition, stock purchase, reorganization or similar business
combination with one or more businesses. While the Company may
pursue an acquisition opportunity in any business, industry, sector
or geographical location, the Company intends to focus on
industries that complement its management team's background in
transportation and logistics, telecommunications, financial
services and professional services, and to capitalize on the
ability of its management team to identify and acquire a
business.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy, nor shall there be any sale of
these securities in any state or jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state or
jurisdiction.
Forward Looking Statements
This press release contains statements that constitute
"forward-looking statements," including with respect to the initial
public offering and search for an initial business combination. No
assurance can be given that the proceeds of the offering will be
used as indicated. Forward-looking statements are subject to
numerous conditions, many of which are beyond the control of the
Company, including those set forth in the Risk Factors section of
the Company's registration statement for the initial public
offering filed with the SEC. Copies are available on the SEC's
website, www.sec.gov. 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
Media Contact:
Kelly Wallace
kelly@mclartydiversified.com
917-991-6308
Investor Contact:
info@mclartydiversified.com
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SOURCE MDH Acquisition Corp.