Key Highlights

● Birks announced on August 6, 2026 that it is leaving NYSE American.

● Fiscal 2026 net sales rose 15.5% to C$205.4 million.

● The net loss narrowed to C$3.4 million from C$12.8 million.

● Bank indebtedness was C$71.7 million, with a stockholders' deficiency of C$21.4 million.

Birks Group Inc (OTC:BGICF) matters to shareholders this fall because the Montreal-based jeweler is moving its Class A voting shares off the NYSE American, where they traded as BGI, and onto the OTCQB Venture Market. The decision, announced on August 6, 2026, follows a run of improving trading results but also a long-running struggle to meet the exchange's listing standards.

Birks designs, makes and sells fine jewelry, watches and gifts. Its Maison Birks stores sit alongside third-party brand boutiques, and the company reported 32 locations at the end of its latest financial year, including four European boutiques acquired during fiscal 2026.

Why the company is leaving

According to the company's 6-K filing, NYSE American notified Birks that it did not comply with continued listing standards in Sections 1003(a)(i) and (ii) of its Company Guide, which cover stockholders' equity and recent losses. After reviewing several options, Birks said a voluntary delisting was in the company's best interests.

The timetable set out in the release was specific. Birks intended to file a Form 25 with the US Securities and Exchange Commission on August 17, 2026, with the last NYSE American trading day expected on or about August 27, 2026. It said it had been approved for the OTCQB and expected trading there to begin the day after the delisting date. The release did not name an OTCQB ticker.

The company had earlier told investors that NYSE American extended its listing to August 25, 2026 under an accepted compliance plan. The shares moving to OTC trading means different disclosure and liquidity conditions, which some investors may find less convenient.

The latest results

Birks published fiscal 2026 results on July 21, 2026 for the year ended March 28, 2026, all in Canadian dollars. Net sales rose 15.5% to C$205.4 million from C$177.8 million, and comparable store sales grew 2.6%. Gross margin was 38.5%, helped in part by a foreign exchange gain.

The company narrowed its net loss to C$3.4 million, or C$0.17 per share, from C$12.8 million, or C$0.66 per share, a year earlier. Operating income was C$3.1 million against an operating loss of C$5.5 million, and adjusted EBITDA, a non-GAAP measure, rose to C$12.9 million from C$9.2 million.

Executive Chairman and Interim Chief Executive Niccolò Rossi di Montelera said the company achieved 15.5% growth in net sales and 2.6% growth in comparable store sales during fiscal 2026.

Debt and going-concern language

The balance sheet is the main reason for caution. At March 28, 2026, bank indebtedness was C$71.7 million, long-term debt was about C$38.5 million including the current portion, cash was C$1.5 million and the stockholders' deficiency was C$21.4 million. The release said Birks refinanced its term loan with Gordon Brothers and extended its Wells Fargo Canada revolving facility, and a related announcement described a C$32.5 million five-year term loan maturing in June 2031.

Among the risk factors in the release is the company's ability to continue as a going concern.

Risks and trading venue

Risks include thin trading on the over-the-counter market, a leveraged balance sheet, and a retail environment in which the company itself says compliance has been difficult.

From NYSE American to the OTCQB

Birks' fiscal 2026 showed improving trading: net sales rose 15.5% to C$205.4 million, comparable store sales grew 2.6% and the net loss narrowed to C$3.4 million from C$12.8 million. Against that, a stockholders' deficiency of C$21.4 million, bank indebtedness of C$71.7 million and going-concern language among its risk factors sit alongside the NYSE American notice on stockholders' equity and recent losses, after which Birks chose a voluntary delisting.

The completion of the OTCQB move and the first day of trading there are the first points to follow, with the company having described the timing only as late August 2026. A new Birks mono-brand store at Vancouver's Oakridge mall is planned for fall 2026, and the next quarterly report will show whether sales growth and cost control have continued.