Business Context and Reporting Period
Company: Broadway Financial Corporation (BYFC)
Filing Type: Form 8-K (Current Report)
Date of Report: November 16, 2023
Reporting Period: Events occurring on November 16, 2023, and prior events regarding compliance status.
Key Financial Metrics
This filing is a current report regarding regulatory compliance and listing status. It does not contain financial statements, revenue, profit, cash flow, margin, debt, or liquidity data. The filing text does not provide a clear value for any financial metric.
Material Changes and Events
- Delisting Notice (Rule 5250(c)(1)): On November 16, 2023, the Company received notice from Nasdaq stating it is not in compliance with periodic financial reporting requirements. This is due to the failure to file the Form 10-Q for the quarter ended September 30, 2023, within the prescribed timeframe.
- Reason for Delay: The Company's principal executive and financial officers require additional time to complete their evaluation of the effectiveness of disclosure controls and procedures.
- Current Listing Status: The notification does not impact the Company's listing on the Nasdaq Capital Market at this time.
- Minimum Bid Price Compliance (Rule 5550(a)(2)): The Company previously received notice of non-compliance regarding the $1.00 minimum closing bid price. On November 15, 2023, Nasdaq confirmed the Company regained compliance, and the matter was closed.
Guidance, Outlook, and Risks
- Compliance Plan: The Company must submit a detailed plan to regain compliance with Rule 5250(c)(1) within 60 calendar days. If accepted, Nasdaq may grant an extension of up to 180 calendar days from the original due date.
- Management Intent: The Company intends to file the Form 10-Q and provide information on its control environment as soon as reasonably practical, before the expiration of any granted extension.
- Risks and Contingencies:
- Nasdaq may reject the Company's plan to regain compliance.
- There is a risk of material delay in financial reporting.
- The ongoing evaluation of controls may identify control deficiencies, misstatements, or other errors in accounting practices.
Investor Verification Checklist
- Verify the submission date and acceptance status of the Company's plan to regain compliance with Nasdaq Rule 5250(c)(1).
- Monitor the filing status of the Form 10-Q for the quarter ended September 30, 2023.
- Review any future disclosures regarding the results of the evaluation of disclosure controls and procedures.
- Confirm the Company maintains the minimum $1.00 closing bid price requirement to avoid future delisting notices.