Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or
Standard; Transfer of Listing.
As previously disclosed, on June 30, 2022, Enjoy Technology, Inc. (the
"Company") and certain of its wholly owned subsidiaries, Enjoy Technology LLC
and Enjoy Technology Operating Corp., filed voluntary petitions (the "Filings")
under Chapter 11 of Title 11 of the United States Code in the United States
Bankruptcy Court for the District of Delaware.
On June 30, 2022, the Company received written notice (the "Delisting Notice")
from the staff of The Nasdaq Stock Market LLC ("Nasdaq") notifying the Company
that, as a result of the Filings and in accordance with Nasdaq Listing Rules
5101, 5110(b) and IM-5101-1, the staff of Nasdaq has determined that the
Company's common stock and warrants to purchase common stock (the "Securities")
will be delisted from Nasdaq. In addition, as previously disclosed, on June 17,
2022, the Company received written notice (the "Bid Price Notice") from Nasdaq
notifying the Company that it is not in compliance with the minimum bid price
requirement set forth in Nasdaq Listing Rule 5550(a)(2) for continued listing.
Nasdaq Listing Rule 5550(a)(2) requires listed securities to maintain a minimum
bid price of $1.00 per share, and Listing Rule 5810(c)(3)(A) provides that a
failure to meet the minimum bid price requirement exists if the deficiency
continues for a period of 30 consecutive business days. In the Delisting Notice,
the staff of Nasdaq referenced concerns about the Company's ability to sustain
compliance with all requirements for continued listing on Nasdaq, specifically
referencing that certain Bid Price Notice.
Trading of the Securities will be suspended at the opening of business on
July 11, 2022 and a Form 25-NSE will be filed with the Securities and Exchange
Commission (the "SEC"), which will remove the Securities from listing on Nasdaq.
The Delisting Notice also indicated that the Company may appeal Nasdaq's
determination, pursuant to the procedures set forth in the Nasdaq Listing Rule
5800 Series.
The Company does not intend to appeal the determination and, therefore, it is
expected that the securities will be delisted. As a result, the Securities are
expected to begin trading exclusively on the over-the-counter ("OTC") market on
July 11, 2022. On the OTC market, shares of the Company's common stock and
warrants, which previously traded on the Nasdaq under the symbols ENJY and
ENJYW, respectively, are expected to trade under the symbols ENJYQ and ENJWQ,
respectively.
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