Each one in plain English, with the numbers worked through for a shareholder.
4 Feb 2022listing compliance notice▼ BadMajor
On Jan 31, 2022 the NYSE told ION its average closing share price had been under $1.00 for 30 trading days; the average to Jan 28, 2022 was $0.94. ION has six months to get back above $1.00, possibly longer if shareholder approval is needed, and must tell the NYSE within 10 business days whether it intends to cure. Shares keep trading, but the NYSE would start delisting steps if compliance is not restored. This is a second listing problem alongside the December 2021 market value and equity notice.
On Jan 14, 2022 ION got forbearance (a promise not to act on a default) until Feb 15, 2022 from PNC and from holders of over 79% of the 2025 notes, over the unpaid Dec 15, 2021 interest. PNC's deal waives a cross default; ION pays down $2.5M, cutting the facility commitment to $16.85M, with interest moving to a 6.25% base rate from February. The filing says ION is discussing strategic alternatives including a sale, a business combination or asset sales, in or out of court. It also furnished a press release on expected Q4 2021 revenue, but the amounts are not in this text.
On Dec 20, 2021 the NYSE told ION it is below listing standards because its average market value is under $50M and its stockholders' equity is also under $50M. This is the same kind of notice received in March 2020, whose cure period was in the context. ION plans to tell the NYSE by Jan 4, 2022 that it will submit a plan to cure the shortfall within six months of the notice; the plan is due within 45 days, and the NYSE then has 45 days to accept or reject it. Shares keep trading meanwhile, but the filing gives no assurance the listing is kept.
ION chose not to pay the Dec 15, 2021 due date on its old 9.125% notes ($7.7M principal and interest combined) or the $4.6M interest on the 8.00% 2025 notes. The company says the 2021 notes miss does not trigger a cross default on its other debt or credit facility, and the 2025 notes carry a 30-day grace period. ION ties the deferral to the strategic alternatives review announced Sept 15, 2021, which it says may lead to transactions to improve its capital structure. This reverses the April 2021 restructuring, which was meant to settle the 2021 maturity.
GATES CAPITAL MANAGEMENT, L.P, GATES CAPITAL MANAGEMENT GP, LLC, GATES CAPITAL MANAGEMENT, INC, JEFFREY L. GATES reported a ION GEOPHYSICAL CORP shareholding of 2,953,850 shares (9.97% of votes) in a periodic institutional filing.
GATES CAPITAL MANAGEMENT, L.P, GATES CAPITAL MANAGEMENT GP, LLC, GATES CAPITAL MANAGEMENT, INC, JEFFREY L. GATES reported a ION GEOPHYSICAL CORP shareholding of 3,301,103 shares (11.10% of votes) in a periodic institutional filing.
ION GEOPHYSICAL CORP shareholders approved the routine matters put to a vote at the company's annual meeting (director elections, auditor ratification, and the executive-pay advisory vote).
ION GEOPHYSICAL CORP shareholders approved the routine matters put to a vote at the company's annual meeting (director elections, auditor ratification, and the executive-pay advisory vote).
