Item 3.01. | Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. |
On September 17, 2020, Superior Energy Services, Inc. (the “Company”) was notified by the New York Stock Exchange (“NYSE”) that due to the Company’s failure to maintain an average global market capitalization over a consecutive 30-day trading period of at least $15 million, pursuant to Section 802.01B of the NYSE Listed Company Manual, the NYSE had determined to commence proceedings to delist the Company’s common stock from the NYSE.
Trading of the Company’s common stock was suspended effective as of approximately 4:00 p.m. Eastern Time on September 17, 2020. The NYSE will apply to the Securities and Exchange Commission (“SEC”) to delist the Company’s common stock upon completion of all applicable procedures. The Company does not intend to appeal the staff’s determination and, accordingly, the Company expects that its common stock will be delisted.
The Company anticipates that, effective September 18, 2020, its common stock will commence trading on the OTCQX marketplace (the “OTCQX”) under the trading symbol “SPNX”. The Company’s transition to the OTCQX is not expected to affect the Company’s business operations.
The OTCQX is a significantly more limited market than the NYSE, and quotation on the OTCQX may result in a less liquid market available for existing and potential stockholders to trade the Company’s common stock and could further depress the trading price of the Company’s common stock. The Company can provide no assurance that its common stock will continue to trade on the OTCQX, whether broker-dealers will continue to provide public quotes of the Company’s common stock on the OTCQX, whether the trading volume of the Company’s common stock will be sufficient to provide for an efficient trading market or whether quotes for the Company’s common stock may be blocked by the OTC Markets Group in the future.
The Company expects to continue to make all required SEC filings and remain subject to SEC rules and regulations applicable to reporting companies under the Securities Exchange Act of 1934, as amended.
Item 7.01. | Regulation FD Disclosure. |
The Company issued a press release on September 17, 2020, announcing the NYSE’s suspension of trading and commencement of delisting procedures and that the Company’s common stock is expected to begin trading on the OTCQX on September 18, 2020. A copy of the press release is furnished with this Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference.
Forward-Looking Statements
This Current Report on Form 8-K contains, and future oral or written statements by the Company and its management may contain, certain forward-looking statements within the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Generally, the words “expects,” “anticipates,” “targets,” “goals,” “projects,” “intends,” “plans,” “believes,” “seeks” and “estimates,” variations of such words and similar expressions identify forward-looking statements, although not all forward-looking statements contain these identifying words. All statements other than statements of historical fact regarding the Company’s business operations, financial position, financial performance, liquidity, strategic alternatives, market outlook, future capital needs, capital allocation plans, business strategies and other plans and objectives of our management for future operations and activities are forward-looking statements. These statements are based on certain assumptions and analyses made by the Company’s management in light of its experience and prevailing circumstances on the date such statements are made. Such forward-looking statements, and the assumptions on which they are based, are inherently speculative and are subject
2