ThermoGenesis Holdings Inc. filed SEC Form 8-K: Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

 

 

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

 

 

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

 

As previously disclosed, on April 19, 2024, ThermoGenesis Holdings, Inc. (the “Company”) received a notice (the “Nasdaq Notice”) from The Nasdaq Stock Market (“Nasdaq”) that the Company’s stockholders’ equity as reported on its Form 10-K for the year ended December 31, 2023, does not comply with Nasdaq’s Listing Rule 5550(b)(1) that requires the Company to maintain a minimum of $2,500,000 in stockholders’ equity for continued listing. Additionally, as of the date of the report, the Company did not meet the alternatives of market value of listed securities or net income from continuing operations under Nasdaq Listing Rules.

 

On June 6, 2024, the Company received an additional notice (the “Determination Notice”) from Nasdaq’s Staff (the “Staff”) notifying the Company that the Staff denied the Company’s request for continued listing on Nasdaq as they determined that the Company did not provide a definitive plan evidencing its ability to achieve near term compliance with the continued listing requirements or sustain the compliance over an extended period of time.  The Determination Notice stated that trading of the Company’s common stock will be suspended at the opening of business on June 17, 2024 (the “Nasdaq Delisting Date”), and a Form 25-NSE will be filed with the Securities and Exchange Commission, which will remove the Company’s securities from being listed on Nasdaq.

 

The Determination Letter informed the Company that it may appeal the Staff’s decision to a Hearings Panel.  The Company may request either an oral hearing or a hearing based on written submissions for a fee of $20,000.  If the Company chooses to appeal, the request must be received by Nasdaq no later than 4:00 p.m. Eastern Time on June 13, 2024.  The Company is reviewing its options, but currently does not intend to appeal.  If the Company doesn’t appeal, its common stock is expected to begin trading on the Over-the-Counter Market (“OTC”) after the Nasdaq Delisting Date and obtaining approval from FINRA.  However, there are no assurances that trading of the Company’s common stock on the OTC will commence promptly, or at all, or will be maintained.

 

 

 

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.