NEW
YORK, Dec. 7, 2023 /PRNewswire/ -- Troika Media
Group, Inc. (Nasdaq: TRKA) ("TMG"), a consumer engagement and
customer acquisition group, today announced that on December 7, 2023, TMG received a determination
letter ("Determination Letter") from The Nasdaq Stock Market
("Nasdaq") notifying TMG that Nasdaq has determined that, in
accordance with its authority under Nasdaq Listing Rules 5101,
5110(b), and IM-5101-1, TMG's securities will be suspended from
trading at the opening of business on December 18, 2023 and delisted from Nasdaq.
Nasdaq based its determination upon concerns related to (i) TMG's
announcement that TMG had filed for protection under Chapter 11 of
the United States Bankruptcy Code and the associated public
interest concerns raised by such filing, (ii) the residual equity
interest of the existing listed securities holders, and (iii) TMG's
ability to sustain compliance with all requirements for continued
listing on Nasdaq. Nasdaq also noted that, since TMG has failed to
file its Form 10-Q for the period ended September 30, 2023, such failure serves as an
additional and separate basis for delisting.
The Determination Letter also advises TMG of its right to
request an appeal of the determination. However, TMG currently
does not intend to file an appeal of the determination.
Accordingly, TMG expects that its securities will be suspended
from trading at the opening of business on December 18, 2023 and delisted from Nasdaq after
the completion of Nasdaq's filing of Form 25-NSE with the
Securities and Exchange Commission.
About Troika Media Group, Inc.
Troika Media Group, Inc. ("TMG") is a consumer engagement and
customer acquisition consulting and solutions group based in
New York. We deliver resilient
brand equity, amplifying brands through emerging technology to
deliver performance driven business growth. TMG's expertise is in
large consumer sectors including Insurance, Financial Services,
Home Improvement, Residential Services, Legal, Professional
Services, Media and Entertainment. For more information,
visit www.troikamedia.com.
Forward-Looking Statements
This press release
includes statements that are, or may be deemed, "forward-looking
statements." In some cases, these forward-looking statements can be
identified by the use of forward-looking terminology, including the
terms "believes," "estimates," "anticipates," "expects," "plans,"
"intends," "may," "could," "might," "will," "should,"
"approximately" or, in each case, their negative or other
variations thereon or comparable terminology, although not all
forward-looking statements contain these words. These
forward-looking statements reflect the current beliefs and
expectations of management made pursuant to the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995.
We caution you that forward-looking statements are not guarantees
of future performance and that our actual results of operations,
financial condition and liquidity and the development of the
industry in which we operate may differ materially from the
forward-looking statements contained herein. Any
forward-looking statements that we make in this press release speak
only as of the date of such statement, and we undertake no
obligation to update such statements to reflect events or
circumstances after the date of this press release or to reflect
the occurrence of unanticipated events. The Company's
forward-looking statements in this press release include, but are
not limited to, statements about the Company's plans to sell its
assets pursuant to chapter 11 of the Bankruptcy Code and the timing
of such sales and ability to satisfy closing conditions; the
Company's intention to continue operations during the Cases; the
Company's belief that the 363 Sale Process will be in the best
interest of the Company and its stakeholders; and other statements
regarding the Company's strategy and future operations, performance
and prospects among others. These forward-looking statements are
based on current expectations and beliefs concerning future
developments and their potential effects. There can be no assurance
that future developments affecting the Company will be those
anticipated. These forward-looking statements involve a number of
risks, uncertainties (some of which are beyond the Company's
control) or other assumptions that may cause actual results or
performance to be materially different from those expressed or
implied by these forward-looking statements. These risks and
uncertainties include, but are not limited to, the risks associated
with the potential adverse impact of the Cases on the Company's
liquidity and results of operations; changes in the Company's
ability to meet its financial obligations during the Cases and to
maintain contracts that are critical to its operations; the outcome
and timing of the Cases and any potential asset sale; the effect of
the filing of the Cases and any potential asset sale on the
Company's relationships with vendors, regulatory authorities,
employees and other third parties; possible proceedings that may be
brought by third parties in connection with the Cases or the Sale
Transaction; uncertainty regarding obtaining Court approval of a
sale of the Company's assets or other conditions to the potential
asset sale; and the timing or amount of any distributions, if any,
to the Company's stakeholders.
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SOURCE Troika Media Group
