Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or
Standard; Transfer of Listing.
On January 4, 2021, Alberton Acquisition Corporation (the "Company" or "ALAC")
received written notice from the Listing Qualifications Staff of The Nasdaq
Stock Market ("Nasdaq") notifying the Company that it no longer complies with
Nasdaq Listing Rule 5620(a) due to the Company's failure to hold an annual
meeting of shareholders within twelve months of the end of the Company's fiscal
year ended December 31, 2020 (the "Annual Meeting Requirement").
As previously announced, on October 27 2020, the Company entered into an
Agreement and Plan of Merger ("Merger Agreement") with Alberton Merger
Subsidiary Inc., a Nevada corporation and a wholly-owned subsidiary of Alberton
("Merger Sub"), and SolarMax Technology, Inc., a Nevada corporation
("SolarMax"). The Merger Agreement provides for the merger of Merger Sub with
and into SolarMax (the "Merger"), with SolarMax continuing as the surviving
corporation in the Merger. On December 30, 2020, the Company filed a
registration statement on Form S-4, which has not yet been declared effective by
the Securities and Exchange Commission (the "SEC"), that includes a proxy
statement for purposes of seeking ALAC shareholders' approval of the Merger and
related matters at a special meeting in lieu of an annual meeting of ALAC which
includes the election of directors of the Company upon completion of the merger.
Nasdaq's notice has no immediate effect on the listing of the Company's ordinary
shares on the Nasdaq Capital Market. Under Nasdaq Listing Rule 5810(c)(2)(G),
the Company has 45 calendar days from January 5, 2021, or until February 19,
2021, to submit to Nasdaq a plan to regain compliance with the Annual Meeting
Requirement. If Nasdaq accepts the Company's plan, Nasdaq may grant an extension
of up to 180 calendar days from December 31, 2020, the date of the Company's
fiscal year end for its last fiscal year, or until June 29, 2021, to regain
compliance. If Nasdaq does not accept the Company's plan, the Company will have
the right to appeal such decision to a Nasdaq hearings panel.
The Company intends to submit to Nasdaq, within the requisite period, a plan to
regain compliance with the Annual Meeting Requirement. There can be no assurance
that Nasdaq will accept the Company's plan or that the Company will be able to
regain compliance with the Annual Meeting Requirement or maintain compliance
with any other Nasdaq requirement in the future.
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