Veradigm (MDRX) Receives Nasdaq Non-compliance Notice

Veradigm Inc. (Nasdaq: MDRX) announced today that, as expected, it received a notice from Nasdaq indicating that the Company remains noncompliant with Nasdaq Listing Rule 5250(c)(1) because the Company has not filed its Annual Report on Form 10-K for the year ended December 31, 2022 (the “Form 10-K”) and Quarterly Report on Form 10-Q for the quarter ended March 31, 2023 (the “Form 10-Q”). Nasdaq Listing Rule 5250(c)(1) requires listed companies to timely file all periodic reports with the Securities and Exchange Commission (the “SEC”).

The Company previously received notice from Nasdaq on March 20, 2023 that it was not in compliance with Nasdaq Listing Rule 5250(c)(1) because the Company had not timely filed the Form 10-K. In response to the notice and pursuant to Nasdaq Listing Rules, on May 18, 2023, the Company submitted to Nasdaq its compliance plan (the “Compliance Plan”) addressing both the Form 10-K and Form 10-Q filings. If approved, Nasdaq may grant an exception of up to 180 calendar days from the due date of the Form 10-K to allow the Company to regain compliance with Nasdaq Listing Rule 5250(c)(1). However, there can be no assurance that Nasdaq will accept the Compliance Plan or that the Company will be able to regain compliance within any extension period granted by Nasdaq.

The Nasdaq notices with respect to the Form 10-K and Form 10-Q filings have no immediate effect on the listing of the Company’s common stock on the Nasdaq Global Select Market. As previously disclosed, the Company has been unable to file the Form 10-K, and consequently, the Form 10-Q, because of internal control failures that primarily stem from accounting processes and a software tool implemented by the Company in order to comply with the requirements of FASB’s rule ASC 606. The Company plans to file the Form 10-K on or around June 14, 2023, and the Form 10-Q as soon as practicable thereafter. However, no assurance can be given as to the definitive date on which the Form 10-K and Form 10-Q will be filed.

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