Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or
Standard? Transfer of Listing.
On January 7, 2020, the Company received a letter (the "Nasdaq Letter") from the
staff of the Nasdaq Listing Qualifications Department (the "Staff") notifying
the Company that the Company has not regained compliance with the minimum bid
price requirement set forth in NASDAQ Listing Rule 5550(a)(2) (the "Bid Price
Requirement) by January 6, 2020, the 180 calendar day period previously provided
in the letter received from the Staff on July 9, 2019 to regain compliance. The
letter also confirmed that the Company is not eligible for a second 180 day
period to regain compliance due to the Company not satisfying the Stockholders'
Equity Requirement.
As previously disclosed, on December 2, 2019, the Company was notified by the
Staff that the Company did not meet the minimum of $2,500,000 in stockholders'
equity required by Listing Rule 5550(b)(1) for continued listing (the
"Stockholders' Equity Requirement) nor did it meet the alternative requirements
based on market value of listed securities or net income from continuing
operations. Due to the Company not meeting the Stockholders' Equity Requirement,
the Company is not eligible for a second cure period of 180 days with respect to
the Bid Price Requirement.
As a result, and based on the Nasdaq Letter, unless the Company requests an
appeal of this determination to a Nasdaq Hearings Panel (the "Panel"), trading
of the Common Stock will be suspended at the opening of business on January 16,
2020 and a Form 25-NSE will be filed with the Securities and Exchange
Commission, which will remove the Common Stock from listing and registration on
Nasdaq. The Company intends to request a hearing before the Panel, which process
will stay any suspension or delisting action at least until the Panel renders a
decision in this matter.
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