Business Context and Reporting Period
Company: The Joint Corp. (JYNT)
Filing Type: Form 8-K (Current Report)
Date of Report: August 22, 2023 (Event Date)
Reporting Period: The filing addresses the failure to timely file the Quarterly Report on Form 10-Q for the quarter ended June 30, 2023.
Key Financial Metrics
This filing is a notice of regulatory non-compliance and does not contain financial performance data. The text does not provide values for revenue, profit, cash flow, margins, debt, or liquidity.
Material Changes and Events
- Nasdaq Delisting Notice: On August 22, 2023, the Company received a notice from Nasdaq stating it is not in compliance with Listing Rule 5250(c)(1).
- Cause of Non-Compliance: Failure to file the Form 10-Q for the quarter ended June 30, 2023, by the extended deadline of August 21, 2023.
- Compliance Timeline: The Company has until October 23, 2023 (60 calendar days) to submit a plan of compliance. Nasdaq staff may grant up to 180 calendar days from the original due date to regain compliance.
Outlook, Risks, and Management Commentary
- Management Action: The Company states it will work diligently to complete and file the Form 10-Q as soon as practicable and will submit a compliance plan promptly.
- Primary Risk Factor: The delay in filing is attributed to the Company's ongoing evaluation of the accounting treatment related to its regional developer arrangements. This evaluation is required for the independent public accounting firm to finalize quarterly review procedures.
- Forward-Looking Statements: The filing includes forward-looking statements regarding the timing of the Form 10-Q completion and the submission of the compliance plan, which are subject to risks and uncertainties.
Investor Verification Checklist
- Verify the status of the Form 10-Q for the quarter ended June 30, 2023, and confirm if it has been filed since August 22, 2023.
- Monitor the submission of the Company's plan of compliance to Nasdaq by the October 23, 2023 deadline.
- Review the specific details of the "regional developer arrangements" accounting evaluation to understand the root cause of the filing delay.
- Check for any subsequent communications regarding the potential delisting of the Company's common stock from the NASDAQ Capital Market.