Form 8-K - Current report

0001617669FALSE00016176692023-10-032023-10-03

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): October 3, 2023

 UNIQUE FABRICATING, INC.

(Exact name of registrant as specified in its Charter)

Delaware			001-37480			46-1846791
(State or other jurisdiction of Incorporation)			(Commission File Number)			(I.R.S. Employer Identification No.)

800 Standard Parkway
Auburn Hills,			Michigan						48326
(Address of principal executive offices)									(Zip Code)

Registrant’s telephone number, including area code: [phone]

Not applicable

(Former name or former address, if changed since last report)

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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class			Trading Symbol(s)			Name of each exchange on which registered
Common stock, par value $.001 per share			UFAB			NYSE American

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter)

Emerging growth company o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

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Item 3.01 - Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

The NYSE Regulation Department of NYSE American LLC (the “NYSE American”) has reviewed the extension request by Unique Fabricating, Inc. (“Unique Fabricating” or the “Company”) and granted an extension in accordance with continued listing standards set forth in Sections 134 and 1101 of the NYSE’s Listed Company Manual of Unique Fabricating’s failure to file its Form 10-K for the fiscal year ended December 31, 2022 and Form 10-Qs for the periods ended March 31, 2023 and June 30, 2023 (the “Delayed Filings”) with the Securities and Exchange Commission (“SEC”) in a timely manner.

As previously disclosed, Unique Fabricating fell out of compliance with continued listing standards as a result of these Delayed Filings. The NYSE American originally had granted the Company an extension, through September 30, 2023, to remedy the issue. On September 19, 2023, Unique Fabricating submitted a plan for continued listing, and, on October 3, 2023, the NYSE American granted an extension through March 31, 2024 for the Company to cure its filing deficiency.

Pursuant to Section 1007 of the Company Guide, an issuer is required to submit an extension request when it is unable to cure the filing deficiency within the initial six-month period of the maximum 12-month cure period from when it became delinquent. A company’s common stock will continue to be listed and traded on the NYSE during the cure periods, subject to a company’s compliance with other continued listing requirements. The current noncompliance with the NYSE listing standards does not affect the Company’s ongoing business operations or its SEC reporting requirements, nor does it trigger any violation of its material debt or other obligations.

Unique Fabricating has been engaged in reviewing and continues to review strategic alternatives, including a process for the sale of its business to a qualified buyer, in accordance with fixed milestones in agreements with its bank lenders and certain key customers which contemplate completion of the sale process by no later than October 31, 2023.

The Company can provide no assurances that it will be able to regain compliance with the NYSE’s continued listing standards or otherwise maintain the listing of its shares on the NYSE or that it will comply with the milestones for the sale of its business in the agreements with its bank lenders and key customers.

Item 9.01. Exhibits.

(d) Exhibits. The following exhibits are filed herewith:

EXHIBIT INDEX

Exhibit No.						Description
99.1						Unique Fabricating, Inc. press release date October 10, 2023
104						Cover Page Interactive Data File (the Cover Page Interactive Data File is embedded with the Inline XBRL document).

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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 hereunto duly authorized.

			UNIQUE FABRICATING, INC.
Date: October 10, 2023			By:			/s/ Brian P. Loftus
						Brian P. Loftus
						Chief Financial Officer

Investor Inquiries:

Rob Fink, FNK IR

[phone]

[e-mail]

Unique Fabricating, Inc. Announces Notice of Non-Compliance with NYSE Continued Listing Standards; Receives Listing Extension

Auburn Hills, MI – October 10, 2023 — Unique Fabricating, Inc. (NYSE American: UFAB) (the “Company” or “Unique Fabricating”), announced today that the NYSE Regulation Department of NYSE American LLC (the “NYSE American”) has reviewed the Company’s extension request and granted an extension in accordance with continued listing standards set forth in Sections 134 and 1101 of the NYSE’s Listed Company Manual since it failed to file its Form 10-K for the fiscal year ended December 31, 2022 and Form 10-Qs for the periods ended March 31, 2023 and June 30, 2023 (the “Delayed Filings”) with the Securities and Exchange Commission (“SEC”) in a timely manner.

As previously disclosed, Unique Fabricating fell out of compliance with continued listing standards as a result of these Delayed Filings. The NYSE American originally had granted the Company an extension, through September 30, 2023, to remedy the issue. On September 19, 2023, Unique Fabricating submitted a plan for continued listing, and on October 3, 2023, the NYSE American granted an extension through March 31, 2024 for the Company to cure its filing deficiency.

Pursuant to Section 1007 of the Company Guide, an issuer is required to submit an extension request when it is unable to cure the filing deficiency within the initial six -month period of the maximum 12-month cure period from when it became delinquent. A company’s common stock will continue to be listed and traded on the NYSE during the cure periods, subject to a company’s compliance with other continued listing requirements. The current noncompliance with the NYSE listing standards does not affect the Company’s ongoing business operations or its U.S. Securities and Exchange Commission reporting requirements, nor does it trigger any violation of its material debt or other obligations.

Unique Fabricating has been engaged in reviewing and continues to review strategic alternatives, including a process for the sale of its business to a qualified buyer, in accordance with fixed milestones in agreements with its bank lenders and certain key customers which contemplate completion of the sale process by no later than October 31, 2023.

The Company can provide no assurances that it will be able to regain compliance with the NYSE’s continued listing standards or otherwise maintain the listing of its shares on the NYSE or that it will comply with the milestones for the sale of its business in the agreements with its bank lenders and key customers.

About Unique Fabricating, Inc.

Unique Fabricating, Inc. (NYSE American: UFAB) engineers and manufactures components for customers in the transportation, appliance, medical, and consumer markets. The Company’s solutions are comprised of multi-material foam, rubber, and plastic components and utilized in noise, vibration and harshness (“NVH”) management, acoustical management, water and air sealing, decorative and other functional applications. Unique leverages proprietary manufacturing processes, including die cutting, thermoforming, compression molding, fusion molding, and reaction injection molding to manufacture a wide range of products including air management products, heating ventilating and air conditioning (“HVAC”), seals, engine covers, fender stuffers, air ducts, acoustical insulation, door water shields, gas tank pads, light gaskets, topper pads, mirror gaskets, glove box liners, personal protection equipment, and packaging. The Company is headquartered in Auburn Hills, Michigan. For more information, visit http://www.uniquefab.com.

Safe Harbor Statement

Except for the historical information contained herein, the matters discussed in this news release include forward-looking statements, as defined in the Private Securities Litigation Reform Act of 1995 that are subject to risks and uncertainties. Forward-looking statements relate to future events or to future financial performance and involve known and unknown risks, uncertainties, and other factors that may cause the Company's or the Company's industry's actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance, or achievements expressed or implied by this press release. Words such as “may,” “will,” “could,” “would,” “should,” “anticipate,” “predict,” “potential,” “continue,” “expects,” “intends,” “plans,” “projects,” “believes,” “estimates,” “outlook,” and similar expressions are used to identify these forward-looking statements. Such forward-looking statements include statements regarding, among other things, our expectations about net sales, and adjusted diluted earnings per share. All such forward-looking statements are based on management’s present expectations and are subject to certain factors, risks and uncertainties that may cause actual results, outcome of events, timing and performance to differ materially from those expressed or implied by such statements. These risks and uncertainties include, but are not limited to, those discussed in our Annual Report on Form 10-K for the year ended December 31, 2021, as filed with the Securities and Exchange Commission and in particular the Section entitled “Risk Factors”, as well as any updates to those risk factors included from time to time in our periodic and current reports filed with the Securities and Exchange Commission. All statements contained in this press release are made as of the date of this press release, and Unique Fabricating does not intend to update this information, unless required by law. Reference to the Company’s website above does not constitute incorporation of any of the information thereon into this press release.

Cover	Oct. 03, 2023
Cover [Abstract]
Document Type	8-K
Document Period End Date	Oct. 03, 2023
Entity Registrant Name	UNIQUE FABRICATING, INC.
Entity File Number	001-37480
Entity Tax Identification Number	46-1846791
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	800 Standard Parkway
Entity Address, Postal Zip Code	48326
Entity Address, State or Province	MI
Entity Address, City or Town	Auburn Hills,
Soliciting Material	false
Local Phone Number	853-2333
Title of 12(b) Security	Common stock, par value $.001 per share
Trading Symbol	UFAB
Security Exchange Name	NYSEAMER
Entity Emerging Growth Company	false
Written Communications	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
City Area Code	248
Entity Central Index Key	0001617669
Amendment Flag	false

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