Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or
Standard; Transfer of Listing.
On May 25, 2021, Bite Acquisition Corp. (the "Company") received a notice (the
"Notice") from the staff of NYSE Regulation of the New York Stock Exchange (the
"NYSE") indicating that the Company is now subject to the procedures set forth
in Section 802.01E of the NYSE Listed Company Manual (the "Manual") due to a
delay in filing its Quarterly Report on Form 10-Q for the quarter ended March
31, 2021 (the "Form 10-Q") with the Securities and Exchange Commission (the
"SEC"). The Notice has no immediate effect on the listing or trading of the
Company's securities on the NYSE.
The NYSE informed the Company that, under Section 802.01E of the Manual, the
Company has until November 24, 2021 to file the Form 10-Q with the SEC. If the
Company does not file the Form 10-Q by that date, the NYSE may grant, in its
sole discretion, a further extension of up to six additional months for the
Company to regain compliance, depending on the specific circumstances. The
Notice indicates that the NYSE may nevertheless commence delisting proceedings
at any time during the cure period, if circumstances warrant.
As the Company reported in its Form 12b-25 filed with the SEC on May 18, 2021,
the Company has reassessed its accounting for its warrants issued in February
2021 in light of the statement issued by the staff of the Securities and
Exchange Commission on April 12, 2021 on Accounting and Reporting Considerations
for Warrants Issued by Special Purpose Acquisition Companies ("SPACs"). Based on
this reassessment, management determined that the Company's private warrants
should be classified as liabilities measured at fair value upon issuance, with
subsequent changes in fair value reported in the Company's statement of
operations each reporting period, which has resulted in a delay in finalizing
the financial statements. The Company continues to work diligently to complete
the Form 10-Q as soon as reasonably practicable with the intention of regaining
compliance, and currently expects to file the Form 10-Q with the SEC on or about
June 3, 2021.
Item 8.01. Other Events.
On June 2, 2021, the Company issued a press release announcing its receipt of
the Notice. A copy of the press release is attached hereto as Exhibit 99.1 and
is incorporated herein by reference.
Forward-Looking Statements
This Current Report on Form 8-K includes "forward-looking statements" within the
meaning of the safe harbor provisions of the United States Private Securities
Litigation Reform Act of 1995. Certain of these forward-looking statements can
be identified by the use of words such as "believes," "expects," "intends,"
"plans," "estimates," "assumes," "may," "should," "will," "seeks," or other
similar expressions. Such statements may include, but are not limited to,
statements regarding the Company's ability to become current in its SEC
reporting obligations. These statements are based on current expectations on the
date of this Current Report on Form 8-K and involve a number of risks and
uncertainties that may cause actual results to differ significantly. The Company
does not assume any obligation to update or revise any such forward-looking
statements, whether as the result of new developments or otherwise. Readers are
cautioned not to put undue reliance on forward-looking statements.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Description
99.1 Press Release, dated June 2, 2021.
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