Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or
Standard; Transfer of Listing.
On March 24, 2023, Sunshine Biopharma, Inc. (the "Company") received a
notification letter from the Listing Qualifications Department of The Nasdaq
Stock Market LLC ("Nasdaq") notifying the Company that, because the closing bid
price for the Company's common stock listed on Nasdaq was below $1.00 for 30
consecutive trading days, the Company no longer meets the minimum bid price
requirement for continued listing on The Nasdaq Capital Market under Nasdaq
Marketplace Rule 5550(a)(2), requiring a minimum bid price of $1.00 per share
(the "Minimum Bid Price Requirement").
The notification has no immediate effect on the listing of the Company's common
stock. In accordance with Nasdaq Marketplace Rule 5810(c)(3)(A), the Company has
a period of 180 calendar days from March 24, 2023, or until September 20, 2023,
to regain compliance with the Minimum Bid Price Requirement. If at any time
before September 20, 2023, the bid price of the Company's common stock closes at
or above $1.00 per share for a minimum of 10 consecutive business days, Nasdaq
will provide written notification that the Company has achieved compliance with
the Minimum Bid Price Requirement.
The notification letter also disclosed that in the event the Company does not
regain compliance with the Minimum Bid Price Requirement by September 20, 2023,
the Company may be eligible for additional time. To qualify for additional time,
the Company would be required to meet the continued listing requirement for
market value of publicly held shares and all other initial listing standards for
The Nasdaq Capital Market, with the exception of the bid price requirement, and
would need to provide written notice of its intention to cure the deficiency
during the second compliance period, by effecting a reverse stock split, if
necessary. If the Company meets these requirements, Nasdaq will inform the
Company that it has been granted an additional 180 calendar days to regain
compliance. However, if it appears to the staff of Nasdaq (the "Staff") that the
Company will not be able to cure the deficiency, or if the Company is otherwise
not eligible, the Staff would notify the Company that its securities will be
subject to delisting.
The Company intends to continue actively monitoring the bid price for its common
stock between now and September 20, 2023 and will consider available options to
resolve the deficiency and regain compliance with the Minimum Bid Price
Requirement.
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