Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or
Standard; Transfer of Listing.
As previously announced, in light of the pendency of the consummation of the
transactions (the "Closing") contemplated by the Agreement and Plan of Merger
dated as of August 6, 2020, as it may be amended from time to time, by and among
Third Point Reinsurance Ltd., the Company and Yoga Merger Sub Limited, the
Company postponed the 2020 Annual General Meeting of Shareholders (the "Annual
Meeting") and set the date for such meeting to occur on March 31, 2021, in the
event that the Closing has not occurred by such date.
On January 7, 2021, the Company received a notice from The Nasdaq Stock Market
("Nasdaq") indicating that the Company had not held an annual meeting of
shareholders within twelve months of the end of the Company's fiscal year ended
December 31, 2019, as required by Nasdaq Listing Rule 5620(a) (the "Rule") for
continued listing.
On January 8, 2021, the Company provided Nasdaq with a plan to regain compliance
with the Rule. The plan specified that the Company set the date for the Annual
Meeting to occur on March 31, 2021, in the event that the Closing has not
occurred by such date.
On January 11, 2021, Nasdaq accepted this plan and granted the Company an
extension until March 31, 2021, to allow the Company to hold its Annual Meeting
on such date and thereby regain compliance with the Rule in the event that the
Closing has not occurred by such date.
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