Virgin Galactic Faces NYSE American Delisting Warning

Ticker: SPCE · Form: 8-K · Filed: 2024-05-29T00:00:00.000Z

Sentiment: bearish

Topics: delisting-warning, reverse-split, compliance

TL;DR

NYSE American warned Virgin Galactic about delisting due to low market cap; they did a 1-for-20 reverse split to try and fix it.

AI Summary

Virgin Galactic Holdings, Inc. announced on May 29, 2024, that it has received a notice from the NYSE American stock exchange regarding its non-compliance with listing standards. The company is required to maintain a minimum market capitalization of $2 million, and its average market capitalization over the preceding 30 trading days was below this threshold. Virgin Galactic plans to regain compliance by implementing a 1-for-20 reverse stock split, effective May 22, 2024, which adjusted its outstanding shares.

Why It Matters

This filing indicates potential financial distress for Virgin Galactic, as it struggles to meet minimum stock exchange listing requirements, which could impact investor confidence and stock liquidity.

Risk Assessment

Risk Level: high — The company is at risk of being delisted from a major stock exchange due to failing to meet continued listing standards, indicating significant financial and operational challenges.

Key Numbers

Key Players & Entities

FAQ

What specific listing standard did Virgin Galactic fail to meet on the NYSE American?

Virgin Galactic failed to meet the minimum market capitalization requirement, which is $2 million, as its average market capitalization over the preceding 30 trading days was below this threshold.

What action did Virgin Galactic take to address the non-compliance issue?

Virgin Galactic implemented a 1-for-20 reverse stock split, which became effective on May 22, 2024, to adjust its outstanding shares and attempt to regain compliance with listing standards.

When did Virgin Galactic receive the notice from NYSE American?

The filing was made on May 29, 2024, and the notice from NYSE American regarding non-compliance would have been received on or before this date.

What is the purpose of a reverse stock split in this context?

A reverse stock split is intended to increase the per-share price of a company's stock, which in this case aims to help Virgin Galactic meet the minimum market capitalization requirement for continued listing on the NYSE American.

Does this filing guarantee that Virgin Galactic will remain listed on the NYSE American?

No, this filing indicates a warning and the steps taken to address it. The company must successfully demonstrate sustained compliance with the listing standards to avoid delisting.

Filing Stats: 1,590 words · 6 min read · ~5 pages · Grade level 12.3 · Accepted 2024-05-29 16:44:00

Key Financial Figures

Filing Documents

Forward-Looking Statements

Forward-Looking Statements This Current Report on Form 8-K contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. The Company intends such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section 27A of the Securities Act of 1933, as amended (the "Securities Act") and Section 21E of the Exchange Act. All statements contained in this report other than statements of historical fact, including, without limitation, statements regarding the impact of the Notice on the Company's business and results of operations and the trading prices and volatility of the Common Stock, the Company's ability to cure compliance with Section 802.01C, including the ability to obtain timely stockholder approval of the proposal authorizing the Board, in its discretion, to effect a Reverse Stock Split or any other action intended to cure compliance with Section 802.01C, or at all, the availability or success of other options intended to cure compliance with Section 802.01C that the Company may take, and the Company's ability to maintain compliance with the other requirements of the NYSE's continued listing standards, are forward-looking statements. The words "believe," "may," "will," "estimate," "potential," "continue," "anticipate," "intend," "expect," "strategy," "future," "could," "would," "project," "plan," "target," and similar expressions are intended to identify forward-looking statements, though not all forward-looking statements use these words or expressions. These statements are neither promises nor guarantees, but involve known and unknown risks, uncertainties and other important factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements, including but not limited to the risk that the Notice and noncompliance with

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 99.1 Press Release of Virgin Galactic Holdings, Inc., dated May 29, 2024 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: May 29, 2024 VIRGIN GALACTIC HOLDINGS, INC. By: /s/ Sarah Kim Name: Sarah Kim Title: Executive Vice President, Chief Legal Officer and Secretary

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