micromobility.com Inc. to Address Nasdaq Delisting Notice; Postpones Special Meeting and Withdraws Reverse Split Request
19 Diciembre 2023 - 6:00AM
Business Wire
micromobility.com Inc. (“micromobility.com” or the “Company”)
(Nasdaq: MCOM), a leader in innovative urban transportation
solutions, today announced that on December 18, 2023, the Company
received written notice from the Listing Qualifications Department
of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company
that trading of its common stock and warrants will be suspended as
of the opening of business on December 20, 2023 (the “Delisting
Letter”), and, accordingly to the Company, has postponed a special
meeting of the stockholders of the Company previously scheduled for
January 2024 (“Special Meeting”) at which it intends to seek
approval for an additional reverse split.
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The Special Meeting was postponed allowing the board of
directors of the Company to continue to assess its corporate
governance and operational strategy going forward. Thus, Company
stockholders do not need to take any action at this time.
The Delisting Letter was due to the fact that the Company’s
common stock did not maintain a minimum closing bid price of $1.00
per share as required by Nasdaq Listing Rule 5550(a)(2) and because
the Company failed to comply with Nasdaq’s minimum stockholders’
equity requirement for continued listing or any of the alternative
requirements in Listing Rule 5550(b)(2). Accordingly, the Nasdaq
Hearings Panel has determined to delist the Company’s shares and
warrants from Nasdaq. Nasdaq will complete the delisting by filing
a Form 25 Notification of Delisting with the U.S. Securities and
Exchange Commission (“SEC”), following the expiration of relevant
appeal periods.
The Delisting Letter provides that the Company may request the
Nasdaq Listing and Hearing Review Council to review the delisting
decision within 15 days from the date of the Delisting Letter. The
Company is currently carefully evaluating whether such an appeal of
Nasdaq’s decision is warranted. The Company’s evaluation will
consider various factors, including the board’s assessment of the
likelihood of the Company regaining and maintaining compliance with
the continued listing requirements. Additionally, the evaluation
will encompass an analysis of the benefits of continuing to list on
Nasdaq compared to the substantial costs, including the extensive
commitment of management’s time and resources for complying with
various listing requirements.
The Company estimates that its expenses related to maintaining
its Nasdaq listing are expected to rise significantly in the coming
years due to the compliance requirements of the Sarbanes-Oxley Act
(SOX) and ESG initiatives, among others. In anticipation of
realizing substantial cost savings, the Company sees potential
opportunities to streamline operations through delisting and
deregistration. These benefits include lower operating costs,
reduced management time commitment to compliance and reporting
activities, and a simplified corporate governance structure. The
decision to appeal Nasdaq’s decision will be consistent with the
Company’s previously announced cost-saving measures. The Company
acknowledges that the delisting and cessation of trading on Nasdaq
could have a material adverse effect on the liquidity and trading
price of its common shares.
The Company has initiated the process of transferring the
quotation of its common stock and warrants to one of the
over-the-counter markets operated by OTC Markets Group Inc. The
shares of the Company's common stock and warrants will continue to
trade under the symbols "MCOM" and “MCOMW.” It is expected that the
stock will initially be quoted and traded on the Pink Current
Information tier concurrent with the trading suspension.
The transition to the OTC markets will not alter the Company's
commitment to continue business operations as usual. The Company
will remain subject to the public reporting requirements of the SEC
post-transfer. The Company intends to continue providing
information to its stockholders and taking actions within its
control to facilitate the quoting of its common stock and warrants
in the OTC market, thereby to facilitate ensuring the existence of
a trading market for its common stock and warrants.
About micromobility.com Inc.
micromobility.com Inc., a disruptive leader in the micromobility
sector, founded by Salvatore Palella in 2015, combines expertise in
retail, shared services, and vehicle rentals to revolutionize urban
transportation. With operations spanning across the US and Europe,
the holding group encompasses shared micromobility solutions
through micromobility.com Inc., vehicle rentals via Wheels Labs
Inc. and e-commerce and planned brick-and-mortar stores via the
micromobility.com brand. Committed to providing eco-friendly,
affordable solutions and enhancing global accessibility,
micromobility.com Inc. sets the standard for professional
excellence in the micromobility landscape. For more information
visit www.micromobility.com.
Forward-Looking Statements
Certain statements made in this press release are
"forward-looking statements'' within the meaning of the "safe
harbor" provisions of the Private Securities Litigation Reform Act
of 1995. Forward-looking statements may be identified by the use of
words such as "anticipate," "believe," "expect," "estimate,"
"plan," "outlook," and "project" and other similar expressions that
predict or indicate future events or trends or that are not
statements of historical matters. These forward-looking statements
reflect the current analysis of existing information and are
subject to various risks and uncertainties. As a result, caution
must be exercised in relying on forward looking statements. Due to
known and unknown risks, actual results may differ materially from
the Company’s expectations or projections. The following factors,
among others, could cause actual results to differ materially from
those described in these forward-looking statements: (i) the
failure to meet projected development and production targets; (ii)
changes in applicable laws or regulations; and (iii) other risks
and uncertainties described herein, as well as those risks and
uncertainties discussed from time to time in other reports and
other public filings with the Securities and Exchange Commission
(the "SEC") by the Company including its Annual Report on Form 10-K
for the fiscal year ended December 31, 2022. The Company’s SEC
filings are available publicly on the SEC’s website at www.sec.gov.
Any forward-looking statement made by us in this press release is
based only on information currently available to the Company and
speaks only as of the date on which it is made. The Company
undertakes no obligation to publicly update any forward-looking
statement, whether written or oral, that may be made from time to
time, whether as a result of new information, future developments
or otherwise, except as required by law.
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For media inquiries: press@micromobility.com
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