Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or
Standard; Transfer of Listing.
On January 18, 2022, COMSovereign Holding Corp. ("COMSovereign" or the
"Company"), received a written notice (the "Notice") from the Nasdaq Stock
Market LLC indicating that the Company was not in compliance with Nasdaq Listing
Rule 5550(a)(2), as the Company's closing bid price for common shares were below
$1.00 per share for the last 30 consecutive business days.
On January 20, 2022, the Company issued a press release announcing that it had
received the Notice, which is attached as Exhibit 99.1 to this Current Report
and is furnished herewith.
Pursuant to Nasdaq Listing Rule 5810(c)(3)(A), the Company has been granted a
180-calendar day compliance period, or until July 18, 2022, to regain compliance
with the minimum bid price requirement. To regain compliance, the closing bid
price of the Company's common shares must meet or exceed $1.00 per share for at
least 10 consecutive business days during the 180-calendar day compliance
period.
If the Company is not in compliance by July 18, 2022, the Company may be
afforded a second 180-calendar day compliance period. To qualify for this
additional time, the Company will be required to meet the continued listing
requirement for market value of publicly held shares and all other initial
listing standards for Nasdaq with the exception of the minimum bid price
requirement and will need to provide written notice of its intention to cure the
deficiency during the second compliance period. If the Company does not regain
compliance within the allotted compliance period(s), including any extensions
that may be granted by Nasdaq, Nasdaq will provide notice that the Company's
common shares will be subject to delisting.
The Company intends to monitor the closing bid price of its common shares
between now and July 18, 2022 and intends to consider available options to cure
the deficiency and regain compliance with the minimum bid price requirement
within the compliance period. The Company's common shares will continue to be
listed and trade on the Nasdaq Capital Market during this period, unaffected by
the receipt of the written notice from Nasdaq.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits:
Exhibit
Number Description
99.1 Press Release, dated January 20, 2022
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document).
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