16 unchanged sentences
may be delisted from The Nasdaq Capital Market.
−Removed: On August 17, 2023, we
−Removed: were notified by the Listing Qualifications Department (the “Staff”) of the Nasdaq Stock Market (“Nasdaq”)
−Removed: that we were not in compliance with the minimum $2,500,000 stockholders’ equity requirement for continued listing set forth in Listing
−Removed: Rule 5550(b).
−Removed: On February 27, 2024, the Staff notified us that we did not comply with the $1.00 minimum bid price requirement set forth
−Removed: under Listing Rule 5550(a)(2).
−Removed: On February 14, 2024, we were notified that because we had not regained compliance with the Nasdaq equity
−Removed: requirement, our securities would be delisted unless it requested a hearing.
−Removed: On February 21, 2024, we requested a hearing, which was held
−Removed: on April 18, 2024.
−Removed: On May 6, 2024, we received
−Removed: notification from the Nasdaq Hearings Panel (“Panel”) that it has granted an extension until July 15, 2024, to demonstrate
−Removed: compliance with Listing Rules 5550(a)(2) and 5550(b).
−Removed: On July 12, 2024, we requested an extension of this time period until August 12,
−Removed: On July 19, 2024, the Panel granted the requested extension until August 12, 2024, which date represented the full extent of the
−Removed: Panel’s discretion to grant continued listing while we are non-compliant with Listing Rule 5550(b).
−Removed: On July 5, 2024, we received a letter from the
−Removed: Nasdaq Staff notifying we had regained compliance with Bid Price Rule as a result of the closing bid price of our common stock being at
−Removed: $1.00 per share or greater for the 20 consecutive business days from June 5, 2024, through July 3, 2024.
−Removed: On August 7, 2024, we
−Removed: filed a Form 8-K with the SEC indicating that as of that date, our shareholders’ equity was above the $2.5 million continued listing
−Removed: equity requirement as set forth in Listing Rule 5550(b)(1).
−Removed: As of the date hereof, we have not received any notice from Nasdaq on our
−Removed: compliance status.
−Removed: Delisting from The Nasdaq
−Removed: Capital Market would adversely affect our ability to raise additional financing through the public or private sale of equity securities,
−Removed: may significantly affect the ability of investors to trade our securities and may negatively affect the value and liquidity of our common
−Removed: Delisting also could have other negative results, including the potential loss of employee confidence, the loss of institutional
−Removed: investors or interest in business development opportunities.
+Added: On September 12, 2024, we received a letter from
+Added: the Staff of Nasdaq notifying us that for the previous 30 consecutive business days our common stock had not maintained a closing bid
+Added: price of $1.00 per share (the “Minimum Bid Price Requirement”) required for continued listing on The Nasdaq Capital Market
+Added: pursuant to Nasdaq Listing Rule 5550(a)(2).
+Added: Normally, a company would be afforded a 180-calendar day period to demonstrate compliance
+Added: with the Minimum Bid Price Requirement.
+Added: However, pursuant to Listing Rule 5810(c)(3)(A)(iv), we were not eligible for any compliance
+Added: period specified in Rule 5810(c)(3)(A) because we effected one or more reverse stock splits over the prior two-year period with a cumulative
+Added: ratio of 250 shares or more to one.
+Added: We requested a hearing before a Hearings Panel (the “Panel”), but prior to such hearing,
+Added: on October 30, 2024 the Panel provided us a temporary exception to regain compliance with the Minimum Bid Price Requirement until March
+Added: The Panel noted that it reserves the right to reconsider the terms of this exception based on any event, condition or circumstance
+Added: that exists or develops that would, in the opinion of the Panel, make continued listing of our securities on Nasdaq inadvisable or unwarranted.
+Added: The Panel notification advised us that the Nasdaq Listing and Hearing Review Council may, on its own motion, determine to review any Panel
+Added: decision within 45 calendar days after issuance of the written decision.
+Added: If the Listing Council determines to review the Panel’s
+Added: decision in our matter, it may affirm, modify, reverse, dismiss or remand the decision to the Panel.
+Added: We were previously not in compliance with the minimum
+Added: $2,500,000 stockholders’ equity requirement for continued listing set forth in Listing Rule 5550(b) (the “Equity Requirement”).
+Added: On September 10, 2024, we received a letter from the Nasdaq Office of General Counsel that we had demonstrated compliance with the Equity
+Added: Requirement and that the matter is closed.
+Added: According to the letter, pursuant to Nasdaq Listing Rule 5815(d)(4)(B), we are subject to a
+Added: Mandatory Panel Monitor for a period of one year from the date of the letter.
+Added: If, within that one-year monitoring period, the Staff finds
+Added: us again out of compliance with the Equity Requirement, notwithstanding Listing Rule 5810(c)(2), we will not be permitted to provide the
+Added: Staff with a plan of compliance with respect to that deficiency and Staff will not be permitted to grant additional time for us to regain
+Added: compliance with respect to that deficiency, nor will we be afforded an applicable cure or compliance period pursuant to Listing Rule 5810(c)(3).
+Added: Instead, Staff will issue a Delist Determination Letter and we will have an opportunity to request a new hearing with the initial Panel
+Added: or a newly convened Hearings Panel if the initial Panel is unavailable.
+Added: We will have the opportunity to respond/present to the Hearings
+Added: Panel as provided by Listing Rule 5815(d)(4)(C).
+Added: Our common stock may be at that time delisted from Nasdaq.
+Added: There can be no assurance
+Added: that we will continue to meet the continued listing requirements of The Nasdaq Capital Market and could be subject to delisting at a future
+Added: Delisting from The Nasdaq Capital Market would adversely affect our ability to raise additional financing through the public or
+Added: private sale of equity securities, may significantly affect the ability of investors to trade our securities and may negatively affect
+Added: the value and liquidity of our common stock.
+Added: Delisting also could have other negative results, including the potential loss of employee
+Added: confidence, the loss of institutional investors or interest in business development opportunities.
Unregistered Sales of Equity Securities and Use of Proceeds
Except as previously disclosed on Form 8-K, we
−Removed: have not issued any unregistered securities during the quarter ended June 30, 2024.
+Added: have not issued any unregistered securities during the quarter ended September 30, 2024.
Defaults Upon Senior Securities
2 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.