UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES AND EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): May 15, 2020 (May 13, 2020)
ADDUS HOMECARE CORPORATION
(Exact name of registrant as specified in its charter)
Delaware | 001-34504 | 20-5340172 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
6801 Gaylord Parkway, Suite 110, Frisco, TX | 75034 | |
(Address of principal executive offices) | (Zip Code) |
(469) 535-8200
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
Common Stock, $0.001 par value | ADUS | The Nasdaq Global Select Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 3.01 | Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. |
On May 13, 2020, Addus HomeCare Corporation (the “Company”) submitted a plan of compliance (the “Compliance Plan”) to The Nasdaq Stock Market LLC (“Nasdaq”) to support its request for an extension of time to regain compliance with the Nasdaq continued listing requirements. The Compliance Plan is in response to a previously disclosed letter received from Nasdaq on March 20, 2020 in connection with the Company’s previously disclosed delay in filing its Annual Report on Form 10-K for the fiscal year ended December 31, 2019 (the “Form 10-K”). The Compliance Plan included a statement that the Company currently anticipates that it will file the Form 10-K, together with its Quarterly Report on Form 10-Q for the three months ended March 31, 2020 (the “Form 10-Q”), on or about August 10, 2020.
The Company also received further correspondence, as expected, from Nasdaq on May 14, 2020, notifying the Company that it is not currently in compliance with Nasdaq Listing Rule 5250(c)(1), which requires timely filing of periodic financial reports with the Securities and Exchange Commission, as a result of not filing the Form 10-Q and of the ongoing delay in filing the Form 10-K. Neither Nasdaq letter has a present effect on the listing or trading of the Company common stock on the Nasdaq Global Select Market. According to the most recently received Nasdaq letter, the Compliance Plan is currently under review. Pursuant to Nasdaq rules, the Company’s securities will remain listed on the Nasdaq Global Select Market pending Nasdaq’s review of the Compliance Plan. The Compliance Plan contemplates a grace period until September 14, 2020 to regain compliance with the Nasdaq continued listing requirements. The Company anticipates regaining compliance prior to this date.
Forward-Looking Statements
Certain matters discussed in this Current Report on Form 8-K (the “Form 8-K”) constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements may be identified by words such as “anticipate,” “intend,” “will,” “continue,” “expect,” and similar expressions. These forward-looking statements are based on our current expectations and beliefs concerning future developments and their potential effect on us. Forward-looking statements involve a number of risks and uncertainties that may cause actual results to differ materially from those expressed or implied by such forward-looking statements, including discretionary determinations by government officials, the consummation and integration of acquisitions, anticipated transition to managed care providers, our ability to successfully execute our growth strategy, unexpected increases in SG&A and other expenses, expected benefits and unexpected costs of acquisitions and dispositions, management plans related to dispositions, the possibility that expected benefits may not materialize as expected, the failure of the business to perform as expected, changes in reimbursement, changes in government regulations, changes in Addus HomeCare’s relationships with referral sources, increased competition for Addus HomeCare’s services, changes in the interpretation of government regulations, the uncertainty regarding the outcome of discussions with managed care organizations, changes in tax rates, the impact of adverse weather, higher than anticipated costs, lower than anticipated cost savings, estimation inaccuracies in future revenues, margins, earnings and growth, whether any anticipated receipt of payments will materialize, the anticipated impact to our business operations, reimbursements and patient population due to the recent COVID-19 global pandemic, caused by a novel strain of the coronavirus (COVID-19), and other risks set forth in the Risk Factors section in Addus HomeCare’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 18, 2019, and Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 8, 2019, which are available at www.sec.gov. Addus HomeCare undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. In addition, these forward-looking statements necessarily depend upon assumptions, estimates and dates that may be incorrect or imprecise and involve known and unknown risks, uncertainties and other factors. Accordingly, any forward-looking statements included in this Form 8-K do not purport to be predictions of future events or circumstances and may not be realized.
| Item 7.01 | Regulation FD Disclosure. |
On May 15, 2020, the Company issued a press release, announcing the receipt of the Nasdaq letter and the submission of its compliance plan, the text of which is set forth as Exhibit 99.1.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits:
Exhibit No. | Description | |||
99.1 | Press Release of Addus HomeCare Corporation dated May 15, 2020. | |||
104 | Cover Page Interactive Data File (embedded within Inline XBRL document). | |||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
ADDUS HOMECARE CORPORATION | ||||||
Dated: May 15, 2020 | By: | /s/ Brian Poff | ||||
Name: | Brian Poff | |||||
Title: | Chief Financial Officer | |||||