Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule
or Standard; Transfer of Listing.
On January 10, 2020, Ideanomics, Inc. (the "Company") received a letter from the
Listing Qualifications Staff (the "Staff") of The Nasdaq Stock Market LLC
("Nasdaq") indicating that the bid price for the Company's common stock for the
last 30 consecutive business days had closed below the minimum $1.00 per share
required for continued listing under Nasdaq Listing Rule 5550(a)(2).
Under Nasdaq Listing Rule 5810(c)(3)(A), the Company has been granted a 180
calendar day grace period, or until July 8, 2020, to regain compliance with the
minimum bid price requirement. The continued listing standard will be met if the
Company evidences a closing bid price of at least $1.00 per share for a minimum
of 10 consecutive business days during the 180 calendar day grace period. In
order for Nasdaq to consider granting the Company additional time beyond July 8,
2020, the Company would be required, among other things, to meet the continued
listing requirement for market value of publicly held shares as well as all
other standards for initial listing on Nasdaq, with the exception of the minimum
bid price requirement. If measured today, the Company would qualify for Nasdaq's
consideration of an extension because the Company currently has stockholders'
equity of at least $5 million. In the event the Company does not regain
compliance with the $1.00 bid price requirement by July 8, 2020, eligibility for
Nasdaq's consideration of a second 180 day grace period would be determined on
the Company's compliance with the above referenced criteria on July 8, 2020.
The Company is diligently working to evidence compliance with the minimum bid
price requirement for continued listing on Nasdaq; however, there can be no
assurance that the Company will be able to regain compliance or that Nasdaq will
grant the Company a further extension of time to regain compliance, if
necessary. If the Company fails to regain compliance with the Nasdaq continued
listing standards, its common stock will be subject to delisting from Nasdaq.
This Current Report on Form 8-K contains "forward-looking" statements within the
meaning of Section 27A of the Securities Act of 1933 and Section 21E of the
Securities Exchange Act of 1934, including statements related to the Company's
ability to regain compliance with Nasdaq's continued listing standards and the
Company's eligibility for an additional grace period beyond June 29, 2020. The
words "may," "will," "could," "would," "should," "expect," "intend," "plan,"
"anticipate," "believe," "estimate," "predict," "project," "potential,"
"continue," "ongoing" and similar expressions are intended to identify
forward-looking statements, although not all forward-looking statements contain
these identifying words. While the Company believes its plans, intentions and
expectations reflected in those forward-looking statements are reasonable, these
plans, intentions or expectations may not be achieved. The Company's actual
results, performance or achievements could differ materially from those
contemplated, expressed or implied by the forward-looking statements. For
information about the factors that could cause such differences, please refer to
the Company's Annual Report on Form 10-K for the year ended December 31, 2018,
including the information discussed under the captions "Item 1 Business," "Item
1A. Risk Factors" and "Item 7 Management's Discussion and Analysis of Financial
Condition and Results of Operations," as well as the Company's various other
filings with the SEC. Given these uncertainties, you should not place undue
reliance on these forward-looking statements. The Company assumes no obligation
to update any forward-looking statement.
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