Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing
As previously disclosed, on
The Company does not intend to appeal the delisting determination by the NYSE
Regulation and, therefore, it is expected that the Common Stock will be
delisted. The NYSE American's application to the
On
The transition to over-the-counter markets will not affect the Company's
business operations or its
Item 7.01 Regulation FD Disclosure
On
The information furnished with this Item 7.01, including Exhibit 99.1, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any other filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Cautionary Note on Forward-Looking Statements
This Current Report on Form 8-K includes forward-looking statements as defined
in Section 27A of the Securities Act and Section 21E of the Securities Exchange
Act of 1934, as amended. Such statements reflect only Libbey's best assessment
at this time and are indicated by words or phrases such as "goal," "plan,"
"expects," "believes," "will," "estimates," "anticipates," or similar phrases.
These forward-looking statements include all matters that are not historical
facts. They include statements regarding, among other things, the Company's
intentions, beliefs or current expectations concerning the delisting of the
Company's Common Stock on the NYSE American and the transition to the OTC Pink
marketplace. By their nature, forward-looking statements involve risks and
uncertainties because they relate to events and depend on circumstances that may
or may not occur in the future. Investors are cautioned 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 these statements.
Investors should not place undue reliance on such statements. Important factors
potentially affecting performance include but are not limited to risks and
uncertainties related to the ability to confirm and consummate a plan of
reorganization; risks attendant to the bankruptcy process, including our ability
to obtain court approvals with respect to motions filed in the Chapter 11 Cases,
the outcomes of court rulings and the Chapter 11 Cases in general and the length
of time that we may be required to operate in bankruptcy; the effectiveness of
the overall restructuring activities pursuant to the Chapter 11 Cases and any
additional strategies that we may employ to address our liquidity and capital
resources; the actions and decisions of creditors, regulators and other third
parties that have an interest in the Chapter 11 Cases, which may interfere with
the ability to confirm and consummate a plan of reorganization; restrictions on
us due to the terms of the proposed DIP Credit Agreements and restrictions
imposed by the applicable courts; potential delays in the Chapter 11 Cases due
to the effects of COVID-19; the effects of the Chapter 11 Cases on the Company
and on the interests of various constituents, including holders of the Company's
common stock; other litigation and inherent risks involved in a bankruptcy
process; the impact of COVID-19 on the global economy, our associates, our
customers and our operations, our high level of indebtedness and the
availability and cost of credit; high interest rates that increase the Company's
borrowing costs or volatility in the financial markets that could constrain
liquidity and credit availability; the inability to achieve savings and profit
improvements at targeted levels in the Company's operations or within the
intended time periods; increased competition from foreign suppliers endeavoring
to sell glass tableware, ceramic dinnerware and metalware in our core markets;
global economic conditions and the related impact on consumer spending levels;
major slowdowns or changes in trends in the retail, travel, restaurant and bar
or entertainment industries, and in the retail and foodservice channels of
distribution generally, that impact demand for our products; inability to meet
the demand for new products; material restructuring charges related to
involuntary employee terminations, facility sales or closures, or other various
restructuring activities; significant increases in per-unit costs for natural
gas, electricity, freight, corrugated packaging, and other purchased materials;
our ability to borrow under our ABL credit agreement; protracted work stoppages
related to collective bargaining agreements; increased pension expense
associated with lower returns on pension investments and increased pension
obligations; increased tax expense resulting from changes to tax laws,
regulations and evolving interpretations thereof; devaluations and other major
currency fluctuations relative to the
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