Business Context and Reporting Period
This Form 8-K was filed by Vringo, Inc. (not XWELL, Inc.) on April 18, 2013. The report details a corporate action regarding the transfer of the listing of the Company's common stock and warrants from the NYSE MKT to the NASDAQ Capital Market.
Key Financial Metrics
This filing is a current report regarding a listing transfer and does not contain financial statements. Consequently, there are no reported values for revenue, profit, cash flow, margins, debt, or liquidity in this document.
Material Changes
- Listing Transfer: The Company notified the NYSE MKT of its intent to withdraw its listing and transfer to the NASDAQ Capital Market.
- Trading Timeline: Trading on the NYSE MKT is expected to cease on or about April 29, 2013, with trading on the NASDAQ Capital Market commencing on or about April 30, 2013.
- Stock Symbols: The common stock and warrants will continue to trade under the symbols "VRNG" and "VRNGW", respectively.
Guidance, Outlook, and Risks
The filing does not provide financial guidance, management commentary on future performance, or specific risk factors beyond the operational change of the listing venue. The primary contingency noted is the successful authorization and execution of the transfer between exchanges.
Investor Verification Checklist
- Confirm the exact date trading ceases on the NYSE MKT and begins on the NASDAQ Capital Market.
- Verify that the stock symbols "VRNG" and "VRNGW" remain unchanged post-transfer.
- Review the attached press release (Exhibit 99.1) for any additional details on the rationale for the transfer.