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8-K - PRIMARY DOCUMENT - VERSAR INC | form8-k_item301forfy2016e.htm |
NEWS RELEASE
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FOR IMMEDIATE RELEASE October 20,
2016
Offices
Headquarters
Springfield,
VA
Inside the U.S.
Aiea,
HI
Atlanta,
GA
Boise,
ID
Chandler,
AZ
Charleston,
SC
Columbia,
MD
Denver,
CO
Dulles,
VA
El
Paso, TX
Germantown,
MD
Newport
News, VA
Oceanside,
CA
Richardson,
TX
San
Antonio, TX
South
Easton, MA
Outside the U.S.
Baghdad,
Iraq
Kabul,
Afghanistan
Clark,
Philippines
Milton
Keynes, UK
|
VERSAR, INC. ANNOUNCES NOTICE OF NONCOMPLIANCE WITH NYSE MKT
CONTINUED LISTING STANDARDS
Springfield, VA – October 20, 2016 – Versar,
Inc. (NYSE MKT: VSR) today announced that the Company received a
letter dated October 17, 2016 from NYSE MKT LLC (“the
Exchange”) stating that the Exchange has determined that the
Company is not in compliance with Sections 134 and 1101 of the
Exchange’s Company Guide (“the Company Guide”)
due to the Company’s failure to timely file its Annual Report
on Form 10-K with the Securities and Exchange Commission
(“SEC”) for the year ended July 1, 2016. The letter
also states that this failure is a material violation of the
Company’s listing agreement with the Exchange and unless the
Company takes prompt corrective action, the Exchange may suspend
and remove the Company’s securities from the
Exchange.
The
Exchange also informed the Company that it must submit a plan by
November 16, 2016 advising the Exchange of actions the Company has
taken or will take to regain compliance with the Company Guide by
January 17, 2017. If the Exchange accepts the plan, the Company
will be subject to periodic monitoring for compliance. If the
Company fails to submit a plan, or if the submitted plan is not
accepted by the Exchange, delisting proceedings will commence.
Furthermore, if the plan is accepted, but the Company is not in
compliance with the Company Guide by January 17, 2017, or if the
Company does not make progress consistent with the plan, the
Exchange may initiate delisting proceedings.
On September 30, 2016, Versar filed a Form 12b-25 with the SEC
indicating that the Company was delaying the filing of its Annual
Report on Form 10-K for the year ended July 1, 2016. On October 13,
2016, the Company orally notified the Exchange that the Form 10-K
would be delayed beyond the extended filing period afforded by Rule
12b-25. As previously disclosed in the Form 12b-25, and a Form 8-K
filed on the same date, the Company is in negotiations with Bank of
America, N.A. regarding resolution of the Company’s defaults
under certain covenants of its current credit facility, and will
complete its Form 10-K once these negotiations conclude. The
Company is working diligently to file the late Annual Report on
Form 10-K and to regain compliance with the Exchange’s
Company Guide.
According
to Versar’s Chief Executive Officer Tony Otten. “We
understand our obligations under applicable NYSE rules and intend
to fully comply with these requirements. We continue to work
diligently towards obtaining new financing, after which we expect
to be able to comply with all NYSE and SEC requirements. We remain
optimistic that we can shortly conclude our discussions with
various lenders and enter into an agreement that will enable Versar
to maintain its long-term trajectory toward growth and
profitability.”
VERSAR, INC., headquartered in Springfield, Virginia, is a
publicly-traded global project management company providing
sustainable value oriented solutions to government and commercial
clients in the construction management, environmental services, and
professional services market areas.
For more information, please contact Investor Relations
at:
6850 Versar Center, Suite 201 Springfield, VA 22151 703.642.6706
InvestorRelations@versar.com www.versar.com
VERSAR operates the following websites: www.versar.com
and www.versarpps.com.
Find
out more about VERSAR
at
https://twitter.com/VersarInc
https://www.facebook.com/VersarInc
http://www.linkedin.com/company/38251
This
news release contains forward-looking information. The
forward-looking statements are made pursuant to the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995.
Forward-looking statements may be significantly impacted by certain
risks and uncertainties described herein and in Versar’s
Annual Report on Form 10-K filed with the Securities and Exchange
Commission for the fiscal year ended June 26, 2015, as updated from
time to time in the Company’s periodic filings. The
forward-looking statements are made as of the date hereof and
Versar does not undertake to update its forward-looking
statements.
Contact:
Karin
Weber
Robert
Ferri
M&A, Investor
Relations
Manager
Robert Ferri
Partners
Versar,
Inc.
(415) 575-1589
(703)
642-6706 robert.ferri@robertferri.com
kweber@versar.com
For more information, please contact Investor Relations
at:
6850 Versar Springfield, VA 22151 703.642.6706 Fax:
703.642.6825 www.versar.com