Business Context and Reporting Period
This Form 8-K is filed by Southport Acquisition Corporation (not Angel Studios, Inc.) on September 6, 2023, reporting an event that occurred on August 22, 2023. The registrant is a Delaware corporation and an emerging growth company with securities listed on the New York Stock Exchange (NYSE) under the symbols PORT.U, PORT, and PORT.W.
Key Financial Metrics
The filing text does not provide specific values for revenue, profit, cash flow, margins, debt, or liquidity. The report focuses exclusively on regulatory compliance status regarding the timely filing of periodic reports.
Material Changes and Events
- Delisting Notice: On August 22, 2023, the Company received a notice from the NYSE indicating non-compliance with Section 802.01E of the NYSE Listed Company Manual.
- Cause of Non-Compliance: The Company failed to file its Quarterly Report on Form 10-Q for the quarter ended June 30, 2023, by the extended deadline of August 21, 2023.
- Current Status: The notice has no immediate effect on the listing of the Company's securities. The Company previously filed a Form 12b-25 requesting additional time to complete the Form 10-Q.
Outlook, Risks, and Management Commentary
- Compliance Deadline: The Company can regain compliance by filing the overdue Form 10-Q at any time prior to February 21, 2024.
- Management Action: The Company is continuing its efforts to file the report as soon as reasonably practicable.
- Risks: There is no assurance that the Company will be able to regain compliance with the listing standards. Failure to do so could result in delisting.
- Forward-Looking Statements: The filing includes standard disclaimers that forward-looking statements are subject to risks and uncertainties and should not be relied upon unduly.
Investor Verification Checklist
- Verify the current filing status of the Form 10-Q for the quarter ended June 30, 2023.
- Monitor the Company's ability to file the overdue report before the February 21, 2024 deadline to avoid delisting.
- Review the press release attached as Exhibit 99.1 for any additional details on the delay.
- Confirm the distinction between Southport Acquisition Corporation and Angel Studios, Inc., as the filing pertains to the former.