8 unchanged sentences
There have been no material changes to the risk factors described in the
−Removed: 2023 10-K, except as follows:
−Removed: failure to meet the continued listing requirements of Nasdaq could result in a delisting of our common stock.
−Removed: previously reported, on March 19, 2024, we received a notice (the “Notice”) from
−Removed: the Listing Qualifications Staff (“Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) stating that we are not
−Removed: in compliance with Nasdaq Listing Rule 5550(b)(1) (the “Minimum Stockholders’ Equity Rule”) because we reported
−Removed: stockholders’ equity of less than $2.5 million as of December 31, 2023.
−Removed: Our stockholders’ equity was $2.2 million as of
−Removed: December 31, 2023.
−Removed: The Notice had no immediate effect on our Nasdaq listing.
−Removed: May 2024, we submitted a plan to the Staff advising of actions we have taken or will take to regain compliance with the Minimum
−Removed: Stockholders’ Equity Rule.
−Removed: The Staff accepted the plan and granted us a 180-day extension, or through September 16, 2024, to
−Removed: regain compliance with the Minimum Stockholders’ Equity Rule.
−Removed: I f we are unable to demonstrate
−Removed: compliance on or before September 16, 2024, Nasdaq would be required to issue a delisting determination.
−Removed: event, we may be entitled to request a hearing before a Nasdaq Hearings Panel to appeal such determination.
−Removed: can provide no assurance that we will be able to regain compliance with the Minimum Stockholders’ Equity Rule on
−Removed: or before September 16, 2024 , or that we will be able to continue to satisfy any other continued listing requirements
−Removed: our common stock is delisted by Nasdaq, and we are not able to list our securities on another national securities exchange, we expect
−Removed: our securities could be quoted on an over-the-counter market.
−Removed: If this were to occur, then we could face significant material adverse
−Removed: consequences, including:
−Removed: a material reduction in the liquidity of our common stock and a corresponding material reduction in the trading
−Removed: price of our common stock;
−Removed: a more limited market quotations for our securities;
−Removed: a determination that our common stock is a “penny
−Removed: stock” that requires brokers to adhere to more stringent rules and possibly resulting in a reduced level of trading activity in
−Removed: the secondary trading market for our securities;
−Removed: more limited research coverage by stock analysts;
−Removed: loss of reputation;
−Removed: more difficult
−Removed: and more expensive equity financings in the future;
−Removed: the potential loss of confidence by investors;
−Removed: and fewer business development opportunities.
−Removed: National Securities Markets Improvement Act of 1996, which is a federal statute, prevents or preempts the states from regulating the
−Removed: sale of certain securities, which are referred to as “covered securities.” If our common stock remains listed on Nasdaq,
−Removed: our common stock will be covered securities.
−Removed: Although the states are preempted from regulating the sale of our securities, the federal
−Removed: statute does allow the states to investigate companies if there is a suspicion of fraud, and, if there is a finding of fraudulent activity,
−Removed: then the states can regulate or bar the sale of covered securities in a particular case.
−Removed: If our securities were no longer listed on Nasdaq
−Removed: and therefore not “covered securities,” we would be subject to regulation in each state in which we offer our securities.
−Removed: Unregistered Sales of Equity Securities and Use of Proceeds.
−Removed: Defaults Upon Senior Securities.
−Removed: Mine Safety Disclosures.
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.