Item 8.01 Other Events.
On January 3, 2022, Alberton Acquisition Corp. (the "Company") received notice
from the Nasdaq Office of General Counsel that a Nasdaq Hearings Panel (the
"Panel") had granted the Company's request to continue its listing on Nasdaq
through March 14, 2022 (the "Extended Date").
As previously reported, the Company received notice from the Listing
Qualifications Department ("Staff") of The Nasdaq Stock Market LLC ("Nasdaq")
stating that unless the Company timely requested a hearing before the Panel, the
Company's securities (common stock, warrants, units and rights) would be subject
to suspension and delisting from The Nasdaq Capital Market due to the Company's
non-compliance with Nasdaq IM-5101-2, which requires that a special purpose
acquisition company must complete one or more business combinations within 36
months of the effectiveness of its IPO registration statement. The Company
timely requested a hearing before the Panel and the hearing was held on December
16, 2021.
The Panel's decision is subject to certain conditions, including that the
Company will have completed its previously announced proposed business
combination (the "Business Combination") with SolarMax Technology, Inc.
("SolarMax") on or before the Extended Date and that the combined company will
have demonstrated compliance with all applicable requirements for initial
listing on Nasdaq.
As previously announced, the Company has entered into a binding definitive
agreement to merge with SolarMax. The Company filed its most recent amendment to
the Proxy Statement/Registration Statement on Form S-4 (the "S-4") for the
merger on December 13, 2021. The Company intends to mail the S-4 to shareholders
promptly following completion of the Securities and Exchange Commission review
process and to hold the shareholder meeting at which it will seek approval for
the Business Combination as soon as possible. In the event that the Company does
not complete the Business Combination by the Extended Date or fails to
demonstrate compliance with the Nasdaq initial or continued listing rules, the
Company's securities would be subject to suspension on Nasdaq, absent an
additional extension.
On January 5, 2022, the Company issued a press release announcing that the
Company has received notice from the Panel to continue its listing on Nasdaq
through March 14, 2022 to complete the Business Combination. A copy of which is
attached hereto as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits
(d) The following exhibits are filed with this report.
Exhibits Number
99.1 Press Release
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