Business Context and Reporting Period
This Form 8-K was filed by MultiPlan Corporation, although the request metadata identifies the company as Claritev Corp. The report concerns an NYSE continued-listing deficiency notice received on March 28, 2024, with the filing dated March 29, 2024. The company’s Class A common stock trades under the symbol MPLN.
Financial Metrics and Liquidity
The filing does not provide revenue, profit, cash flow, margins, debt, liquidity, or other operating and financial metrics.
Material Changes and Listing Status
- The NYSE notified the company that its Class A common stock did not comply with Section 802.01C of the NYSE Listed Company Manual because its average closing price was below $1.00 per share for the 30 consecutive trading days ending March 27, 2024.
- The notice did not immediately affect the stock’s NYSE listing, provided the company continues to satisfy other listing requirements.
- The company has six months from receipt of the notice to regain compliance.
- Compliance may be regained if, on the last trading day of a month during the cure period, the stock closes at or above $1.00 and maintains an average closing price of at least $1.00 over the preceding 30 trading days.
Outlook, Risks, and Unusual Items
- The company intended to respond to the NYSE within ten business days regarding its intent to cure the deficiency.
- The company stated that it would consider available alternatives, including a reverse stock split subject to stockholder approval, no later than September 28, 2024, if necessary.
- If compliance is not regained within the cure period, the NYSE will initiate procedures to suspend and delist the common stock.
- The NYSE may take accelerated delisting action if it determines that the stock is trading at abnormally low levels.
- The company issued a March 29, 2024 press release regarding the notice under Regulation FD; the release was furnished rather than filed for Exchange Act Section 18 liability purposes.
Facts Investors Should Verify
- Whether the company regained the $1.00 minimum-price requirement before the end of the six-month cure period.
- Whether stockholders approved, or the company implemented, a reverse stock split or another compliance measure.
- Any subsequent NYSE action concerning suspension, delisting, or an extension of the cure period.
- The correct issuer identity, because the filing names MultiPlan Corporation while the request metadata names Claritev Corp.