ITEM 3.01. NOTICE OF DELISTING OR FAILURE TO SATISFY A CONTINUED LISTING RULE OR
STANDARD; TRANSFER OF LISTING.
On January 26, 2022, Kaival Brands Innovations Group, Inc. (the "Company")
received notification from The Nasdaq Stock Market LLC ("Nasdaq") notifying the
Company that it is not in compliance with the requirement to maintain a minimum
closing bid price of $1.00 per share, as set forth in Nasdaq Listing Rule
5550(a)(2), because the closing bid price of the Company's common stock (the
"Common Stock") was below $1.00 per share for 30 consecutive business days. The
notification does not impact the listing of the Company's Common Stock on The
Nasdaq Capital Market at this time.
In accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Company has a period
of 180 calendar days from the date of notification, or until July 25, 2022, to
regain compliance with the minimum bid price requirement. During this period,
the Company's Common Stock will continue to trade on The Nasdaq Capital Market.
If at any time before July 25, 2022, the bid price of the Company's Common Stock
closes at or above $1.00 per share for a minimum of 10 consecutive trading days,
Nasdaq will provide written notification that the Company has achieved
compliance with this minimum bid price requirement.
In the event the Company does not regain compliance by July 25, 2022, the
Company may be eligible for an additional 180 calendar day compliance period to
demonstrate compliance with the bid price requirement. To qualify for the
additional 180-day period, 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 The Nasdaq Capital Market, with the exception of
the bid price requirement, and will need to provide written notice to Nasdaq of
its intention to cure the deficiency during the second compliance period by
effecting a reverse stock split, if necessary. If the Company does not qualify
for the second compliance period or fails to regain compliance during the second
180-day period, then Nasdaq will notify the Company of its determination to
delist the Company.
On January 31, 2022, the Company issued a press release regarding this
notification. A copy of this press release is attached hereto as Exhibit 99.1
and is incorporated herein by reference.
ITEM 9.01 FINANCIAL STATEMENTS EXHIBITS
(d)
Exhibit No. Description
99.1 Press Release of Kaival Brands Innovations Group, Inc., dated
January 31, 2022.
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document).
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