UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
_________________
Date of Report (Date of earliest event reported): January 25, 2016
Centrus Energy Corp.
(Exact name of registrant as specified in its charter)
Delaware | 1-14287 | 52-2107911 |
(State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
Two Democracy Center
6903 Rockledge Drive
Bethesda, MD 20817
(301) 564-3200
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
On January 25, 2016, the NYSE MKT LLC notified Centrus Energy Corp. that it has accepted our plan to regain compliance with the NYSE MKT’s continued listing standards. As previously disclosed, the NYSE MKT notified us on November 17, 2015, that we had fallen below the NYSE MKT’s continued listing standards since we reported a stockholders’ deficit as of September 30, 2015, and net losses in the fiscal years ended December 31, 2011, 2012 and 2013. We recently submitted to the NYSE MKT a plan to regain compliance with the continued listing standards. With the NYSE MKT’s acceptance of the plan, we have until May 17, 2017, to regain compliance. In the meantime, our common stock will continue to be traded on the NYSE MKT, subject to ongoing monitoring by the NYSE MKT and our compliance with all other applicable NYSE MKT requirements.
Item 7.01 Regulation FD Disclosure.
On January 28, 2016, Centrus Energy Corp. issued a press release announcing the receipt of the notice from the NYSE MKT described in Item 3.01 of this report. A copy of this press release is included as Exhibit 99.1 to this report.
The information furnished pursuant to 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 (the "Exchange Act") or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933 or the Exchange Act.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
Exhibit | Description | |
99.1 | Press release dated January 28, 2016 | |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Centrus Energy Corp. | ||||
Date: | January 28, 2016 | By: | /s/ Stephen S. Greene | |
Stephen S. Greene | ||||
Senior Vice President, Chief Financial Officer and Treasurer | ||||
EXHIBIT 99.1
FOR IMMEDIATE RELEASE:
January 28, 2016
Centrus Energy Corp.’s Continued Listing Plan Accepted by NYSE MKT
BETHESDA, Md. - Centrus Energy Corp. (NYSE MKT: LEU) announced today that the NYSE MKT, LLC has accepted the Company’s plan to regain compliance with the exchange’s continued listing standards. As a result, the Company’s common stock will continue to be traded on the NYSE MKT, subject to ongoing monitoring by the exchange and the Company’s compliance with all other applicable NYSE MKT requirements.
As previously disclosed, NYSE MKT notified Centrus on November 17, 2015, that the Company had fallen below the exchange’s continued listing standards since Centrus had reported a stockholders’ deficit as of September 30, 2015, and a net loss in the fiscal years ended December 31, 2011, 2012 and 2013. With the acceptance of the plan, the Company has until May 17, 2017, to regain compliance.
About Centrus Energy Corp.
Centrus Energy Corp. is a trusted supplier of enriched uranium fuel for commercial nuclear power plants in the United States and around the world. Our mission is to provide reliable and competitive fuel goods and services to meet the needs of our customers, consistent with the highest levels of integrity, safety, and security.
Forward-Looking Statements:
This release contains “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act of 1934 related to future events. These forward-looking statements include statements regarding our plan to regain compliance with the NYSE MKT listing standards and other statements regarding our expected future business and financial performance, and often contain words such as “expects”, “anticipates”, “intends”, “plans”, “believes”, “will”, “should”, “could” or “may” and other words of similar meaning. Forward looking statements are not guarantees of future performance, are based on certain assumptions and are subject to various known and unknown risks and uncertainties, many of which are beyond the Company's control, and cannot be predicted or quantified and consequently, actual results may differ materially from those expressed or implied by such forward looking statements. Particular risks and uncertainties that could cause our actual future results to differ materially from those expressed in our forward-looking statements include risks relating to our ability to maintain the listing of our common stock on the NYSE MKT LLC and other risks and uncertainties discussed in our filings with the Securities and Exchange Commission, including our Annual Report on Form 10-K for the year ended December 31, 2014 and subsequent Quarterly Reports on Form 10-Q.
Contact:
Investors: Don Hatcher (301) 564-3460
Media: Jeremy Derryberry (301) 564-3392