Challenges Ahead for Real Good Foods Amid Delisting News

Real Good Foods Faces Significant Changes

The Real Good Food Company, Inc. (NASDAQ: RGF) specializes in health-oriented frozen and refrigerated foods, yet is currently navigating turbulent waters. Due to failing to comply with necessary filing requirements, the company is set to be delisted from the Nasdaq Stock Market. With its shares currently trading at $3.43, it has seen a decrease in market capitalization, dropping to $6.24 million amid ongoing struggles.

Suspension of Trading and Market Transition

As per the notice, trading of Real Good Foods' common stock is slated for suspension shortly. Following this suspension, the stock is projected to commence trading on the Pink Open Market, managed by the OTC Markets Group, Inc. Although there's a possibility that it may transition to the OTC's Expert Market, which would limit the stock quotes' public availability.

Volatility in Stock Performance

Data indicates that Real Good Foods' stock has undergone considerable volatility over the past year, with shares plummeting by nearly 81%. Currently, the stock trades approximately 82% below its peak 52-week price of $19.32.

Product Offerings and Market Reach

Despite these challenges, Real Good Foods continues to provide a diverse array of products. Their offerings include nutritious options for breakfast, lunch, dinner, and snacks, noted for being low in sugar and carbohydrates and high in protein content. These products are available in over 16,000 stores across the nation, as well as through direct-to-consumer channels.

The Shift to OTC Markets

The move to the Pink Open Market is attributed to the company’s struggles with timely financial report filings. Although Real Good Foods has expressed intentions to initiate trading on the OTC markets, there are risks involved, which may affect their success.

Addressing Financial Reporting Issues

Real Good Foods is actively addressing the ramifications of its financial reporting issues. It acknowledges the potential challenges that could arise from delays in filing its overdue periodic reports. This includes concerns about unanticipated errors in previously filed financial statements.

Investor Considerations and Risks

Investors are encouraged to review the identified risks, particularly regarding the company’s internal control weaknesses related to financial reporting. Additional insights can be gleaned from the annual report for the year ending December 31, 2023, and subsequent filings with the SEC, which detail these risk factors thoroughly.

Recent Corporate Developments

The company has recently undergone significant corporate transformations. In an effort to address compliance issues with Nasdaq’s minimum bid price requirement, Real Good Foods has announced a 12-to-1 reverse stock split of its Class A and Class B shares. This corporate governance change has received stockholder approval and is expected to take place uniformly across all shares.

Changes in Stock and Governance Structure

Furthermore, Real Good Foods has sought and been granted approval for issuing additional shares. The governance structure has also seen modifications through the issuance of preferred stock and amendments to its Certificate of Incorporation, integral to the agreement with Emblem Investments Fund I, LP.

Restatement of Financial Statements

On the financial front, the company has announced necessary restatements of its financial documents pertaining to 2022 and the initial quarters of 2023. This adjustment arose from revenue recognition errors that needed rectification. The potential delisting from the Nasdaq Global Market, prompted by non-compliance with listing regulations, has led the company to request a hearing to prolong its compliance period.

Expanding Products and Financial Partnerships

Real Good Foods is also taking steps to enhance its financial flexibility through an amended credit agreement with PMC Financial Services Group, growing its revolving credit facility from $42 million to $46 million. Additionally, to broaden its Frozen Proteins segment, Real Good Foods has recently introduced Seasoned Chicken Breast Chunks in 4,000 Walmart stores across the country.

Frequently Asked Questions

What is causing Real Good Foods to be delisted?

The company is being delisted due to non-compliance with Nasdaq's filing requirements.

What are the company's future trading prospects?

Real Good Foods will transition to the Pink Open Market but may face challenges moving to the OTC's Expert Market.

How has the stock performed recently?

The stock has seen a significant decline, down nearly 81% over the past year.

What changes have taken place in the company’s governance?

Recent changes include a reverse stock split and the issuance of new preferred stock.

What steps is the company taking to address its financial issues?

The company is working on restating financial statements and strengthening internal controls over financial reporting.

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