��hR�x�zw�1�μ���Z�s���j]�f%�V}b� \X‚�OKэź���[�c��$\�O��ݶ��K_��ƍ�Z1l'᧻ީ�ڪ,iћpbБ��jXyY�n�-�x06�gEHDw�i�7Q��@�S)�m����\Y�q��,]j�l�8@RzO�eL�Ͻ��|CU�y��,o�]������'���oޞ����oo�?��w��������wW��ﮯ�^޽��S��׷�����f�$MTZ����j��8 6o%0�[�=T^�. Each listing firm is also required to follow NASDAQ corporate governance rules 4350, 4351 and 4360. x��ko�F��~�RѬ�/r�b%n]\�4�����?4�S�n.��og���]Iv�).hi�\qޏ���{^O��;�(�_#UQ�?֍*��;������98���;���p|��#����E��?����8���|��..o��K���o����+={6�r�����,g/�����ë�ܖ�'x�g<>�#��U��[;[��g���O�4W����_ GpM��V���������΃����r�oi.V��~Z�dA�Xь`��^��y���k7O�x�� g�����s�g��-RkQ�� C�v�#��3C� I��]�GT��΍�?Ɠx\s� ͐�%WL���s.�ڧ�9�l)����9(!>�$�,�� (&QG� ��|��xR�߃z���OxX|���k)�zj�����,[Z�8�$/� ����.��MP,�Ɖ&xɅ�հE����:��@��z������W���G��)��:x���=�>�w�fu�ƒbS��x��x@�K��t|�tB�l���Tk�Dg © 2020 Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. He capably counsels public and private companies with offerings, compliance, and securities questions and leads buyers and sellers throughout the transaction process. stream 3 0 obj Acquisitions where the issuance equals 20% or more of the pre-transaction outstanding shares, or 5% or more of the pre-transaction outstanding shares when a related party has a 5% or greater interest in the acquisition target. SR-NASDAQ-2020-060: 34-90357: Nov. 5, 2020: Notice of Designation of a Longer Period for Commission Action on a Proposed Rule Change, as Modified by Amendment No. �B Under the Nasdaq Listing Rules, a Nasdaq listed company must maintain a minimum bid price of $1 per share and a minimum market value of publicly held shares of $1 million, $5 million or $15 million depending on the Nasdaq market on which the company is listed and the continued listing standard on which the company relies for continued listing.[1]. Starting on July 1, 2020, companies will receive the balance of any pending compliance period in effect at the start of the tolling period to come back into compliance with the applicable listing requirement. As of April 17, 2020, Nasdaq will temporarily permit companies that are out of compliance with these listing requirements additional time to regain compliance by tolling the compliance periods through and including June 30, 2020. During the tolling period, Nasdaq will continue to monitor these listing requirements and companies will continue to be notified about new instances of non-compliance in accordance with existing Nasdaq Listing Rules. endobj $50,000, including $5,000 application fee, $75,000, including $5,000 application fee. Companies that are newly identified as non-compliant during the tolling period will have 180 days to regain compliance, beginning on July 1, 2020. endobj The New York Stock Exchange provides a market for the trading of stocks, bonds, commodities and other financial instruments. ,�b��Y��]�R~�-���Vџ}J��2�QưY7�B���9��7�Htb&~&�C��]L�",z�6���_⺷���i,���3r�E�S4٬DZQgEtJ�<0��po����d�}�u|�8����>i��׉�K���?دW�j���U%�Lj�?�\�ϡЋg}���j���ê�-i ��% ��ȷ.i�[���}"��(f 4 0 obj

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Dan is a corporate and securities attorney whose practice spans the full gamut of corporate law. Companies that are notified about non-compliance are required by Nasdaq rules to make a public announcement disclosing receipt of the notification by filing a Form 8-K, where required by SEC rules, or by issuing a press release. Corporate actions or issuances cannot disparately reduce or restrict the voting rights of existing shareholders. Nasdaq will continue to monitor the impact of the COVID-19 pandemic and has previously indicated that it will consider the impact of disruptions caused by COVID-19 in its review of any requests for a financial viability exception to its shareholder approval rules. endobj Nasdaq Temporarily Extends Compliance Periods for Certain Continued Listing Requirements Due to COVID-19. �xT listing rules to provide that a company in any bid price compliance period under Rule 5810(c)(3)(A) as described above (i.e., the company’s security has already traded below $1.00 for thirty consecutive business days) will immediately receive a Staff Delisting Determination if He has advised clients for nearly two decades in public and private equity and debt financings, securities law matters, mergers and acquisitions, and strategic advice on a broad range of other corporate matters. �e��K׬��F�����ZC{���� XL��n�@��F�������xA��**�����}���yD��Ӟ�a�86@�g4�:���8nD �m^�5*�w�9��t*����-�l[#�]��X��,��t����:�U�j�����F��pMO���Fγ=Of�:�,�s���>��0Mh���l�4P�LsN&�[�j!�/��R8[���݇%Mj�,���RHz�p���J�44>��Q�,�� ��z-�8E]� An influx of new NASDAQ listings in the 1990s lead to a record 749 delistings in 1999 as the bullish small cap market crashed pushing many closing prices below the $1 … <>/ExtGState<>/ProcSet[/PDF/Text/ImageB/ImageC/ImageI] >>/MediaBox[ 0 0 612 792] /Contents 4 0 R/Group<>/Tabs/S/StructParents 0>> 6 ��. <> ����Ė��@/�anl:u��r�ȋSd� A,ď�������9�Yu�6�m6ʖ���e�e�?�����Zh���>�hD���4����,֙PF�}��_��OmI�i3P[aӴ��%�&��đ�v|�� <>>> All Rights Reserved. h9�p�V Dan represents life sciences companies as well as clients in other technology fields, financial services, and professional services firms. Andrew Pearce is a Mintz attorney who focuses on corporate and securities law matters, public and private offerings of securities, private equity transactions, and mergers and acquisitions. q�l ���a��$�����N�cN�h�����ʷ�,�t�D����l�!/���q2\MV�R#�}dU�qY�j_i����R�_��ứ�=.��Y8Q�}/3�E��J�`���U�u'����d�?��p��[�-�:���}c��k19bҝ���ē��nE�tG�ڣ�A�ҟX%����C�&�� 䎦��/�k�ۿVݽ�j�W#�/%��铎��N$#sz�{�:-��tB�.2vh1�@�V��i�¬�1�C�WT�n�}c���ɨݕN�dDQ�}W��Ka�4���'"�xw�����H�֞��@�)���f䢽�el�y�wk:sr�:���j��1a4�)�*���j(.�Uh����d����ga��O:�w�뢭tb*HDL��x��ՉW^9|�����'��3@58�5$��Fa���k�ݞO�����6�Q���`H�i��ok w};�����`w_E3JCu7�h����� dJE3ZA1a��a�����u@&�X蛠�c*���;PR8��N$`����>��}!Z{���R������8*F��K�(@�y�N����LҀ)��꜔�n�(�V��z �m�0L�� ���a�@#�����7L`�R ��8=�6w�o"�%��`bzĻ���*?ivsgߐZ,��S�h ׀���-�ѵhr@�I�_Z��#gG�>r��'�h^E�>~���~Y��#z5n�q�|Y��Y7q&�I�O�}h4m�U�R����L��}�n�2Fh�Üoέ�d9]OQ�3Չito3P6�c���0��ܷ�,�$&"�9 �΢1z��]J�Y(�#�}{�gC����R���]g �a(q�i��u��b���r�V�6�� �]Q�rV�j[��RGG����V���X)º�f\RS�h�����a 2 0 obj Companies trading below $1 need to ensure compliance with stock exchange rules to avoid delisting. Companies that are notified about non-compliance are required by Nasdaq rules to make a public announcement disclosing receipt of the notification by filing a Form 8-K, where required by SEC rules, or by issuing a press release. The Securities Exchange Act of 1934 created the rules for delisting investments that trade on a national securities exchange. 1, to Treat as an Eligible Switch, for Purposes of IM-5900-7, an Acquisition Company that Switches from NYSE to Nasdaq After Announcing a Business Combination � �'�Ӳ�7[i}~��ľJ��!$� ��2'�G�©ǭ���>�I�oN�'��'�v �(��OHmWp5��h������N#*7���P�@I3vq���(7�6�"T�%6*���~� On April 17, 2020, as a result of the coronavirus (“COVID-19”) pandemic, the Securities and Exchange Commission approved changes to the Nasdaq Listing Rules to temporarily permit a longer period of time for Nasdaq listed companies to regain compliance with the bid price and market value of publicly held shares continued listing requirements by tolling the applicable compliance periods through and including June 30, 2020. Similarly, companies that were in the delisting hearings process would return to that process at the same stage they were in when the tolling period began. The Nasdaq has also stated that companies adversely impacted by COVID-19 or the resulting market conditions, or that have any questions regarding the application of the Nasdaq Listing Rules, may contact their Nasdaq Listing Analyst. <> On October 16, 2008, NASDAQ implemented a temporary suspension of the $1 bid price rule. %���� S�y5ӆ���-�=�aeF$ȹZV\��F�!�ΠL3;�y�D��_sjU{���īT��n`�����.pF�&��J��3ql諞��ra�ԢI ��L��X�����0SN+��F�6b#�J��X�l.|�٠4y(��� �U-�v��2����)8-��-�Hz��C��+��h�i<71I�0���}����8:A��\0�)��9�\.�1�`v&g��Gwp@ ��޶�N�J��$a����=aW� NASDAQ Compliance- The NASDAQ Stock Market currently has three tiers of listed companies: (1) The NASDAQ Global Select Market, (2) The NASDAQ Global Market and (3) The NASDAQ Capital Market. This temporary extension is set to expire on Friday, January 16, 2009.