Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or
Standard? Transfer of Listing.
On May 25, 2021, Spartan Acquisition Corp. III (the "Company") received a notice
from the New York Stock Exchange (the "NYSE") indicating that the Company is not
in compliance with Section 802.01E of the NYSE Listed Company Manual as a result
of its failure to timely file its Quarterly Report on Form 10-Q for the period
ended March 31, 2021 (the "Q1 2021 Form 10-Q") with the U.S. Securities and
Exchange Commission (the "SEC").
The NYSE informed the Company that, under NYSE rules, the Company will have six
months from May 24, 2021 to file the Q1 2021 Form 10-Q with the SEC. The Company
can regain compliance with the NYSE listing standards at any time prior to that
date by filing its Q1 2021 Form 10-Q.
As the Company reported in its Form 12b-25 filed with the SEC on May 17, 2021,
the Company reevaluated the accounting treatment of its warrants (the
"Warrants") following the issuance by the Staff of the SEC (the "SEC Staff") of
the "Staff Statement on Accounting and Reporting Considerations for Warrants
Issued by Special Purpose Acquisition Companies ("SPACs")" (the "SEC Staff
Statement"), which provides guidance for all SPACs regarding the accounting and
reporting for their warrants. The Company concluded that, based on the SEC Staff
Statement, the Warrants should be accounted for as a liability and measured at
fair value, with changes in fair value for each period reported in the Company's
statement of operations. The Company continues to work diligently to complete
the Q1 2021 Form 10-Q as soon as possible, and the Company anticipates filing
the Q1 2021 Form 10-Q prior to June 4, 2021.
On May 28, 2021, the Company issued a press release regarding receipt of the
notice from the NYSE. The press release is attached hereto as Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit Number Description of Exhibit
99.1 Press Release dated May 28, 2021.
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