Item 3.01 Notice of Delisting or Failure To Satisfy a Continued Listing Rule or
Standard; Transfer of Listing.
On December 30, 2019, Remark Holdings, Inc. ("we", "us" or "our") received
written notice from the Listing Qualifications Department of The Nasdaq Stock
Market LLC ("Nasdaq") notifying us that, for a period of 30 consecutive business
days, we failed to maintain a minimum Market Value of Listed Securities ("MVLS")
of $35 million required for continued listing on the Nasdaq Capital Market
pursuant to Nasdaq Listing Rule 5550(b)(2). In accordance with Nasdaq Listing
Rule 5810(c)(3)(C), we have 180 calendar days, or until June 29, 2020, to regain
compliance. If, at any time during the 180-day grace period, our MVLS closes at
$35 million or more for a minimum of 10 consecutive business days, we will have
regained compliance and Nasdaq will provide us with written confirmation of
such.
As disclosed in our Current Report on Form 8-K filed with the Securities and
Exchange Commission on November 25, 2019, we previously received written notice
from Nasdaq of our failure to comply with the $1.00 per share minimum bid price
requirement for continued listing on the Nasdaq Capital Market and that we have
until May 18, 2020 to regain compliance. If, at any time during such grace
period, the closing bid price of our common stock is at least $1.00 per share
for a minimum of 10 consecutive business days, we will have regained compliance
and Nasdaq will provide us with written confirmation of such.
If we do not regain compliance with either of these continued listing
requirements during the applicable grace periods, Nasdaq will give us written
notice that our securities are subject to delisting. In the event of such
notification, we may appeal Nasdaq's determination to delist our securities, but
there can be no assurance Nasdaq would grant our request for continued listing.
Our common stock will continue to be listed and traded on the Nasdaq Capital
Market during the applicable grace periods, subject to our compliance with the
other continued listing requirements of the Nasdaq Capital Market.
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