Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule
or Standard.
On March 8, 2022, Yunhong CTI Ltd. ("CTI" or the "Company"), received written
notice (the "Notice") from The Nasdaq Capital Market ("Nasdaq") stating that the
Company was not in compliance with Nasdaq Listing Rule 5550(a)(2) (the "Minimum
Bid Price Rule") because the Company's common stock failed to maintain a minimum
closing bid price of $1.00 for 30 consecutive business days. The Notice has no
immediate effect on the Nasdaq listing or trading of the Company's common stock.
The Notice provides an initial 180 calendar day period, or until September 5,
2022, in which to regain compliance, pursuant to Listing Rule 5810(c)(3)(A). If,
at any time before that date the bid price of the Company's common stock closes
at $1.00 per share or more for a minimum of 10 consecutive business days, Nasdaq
will notify the Company that it has achieved compliance with the Minimum Bid
Price Rule.
As previously reported, on January 12, 2022, the Company received a letter from
the Listing Qualifications Department of Nasdaq notifying the Company that it
did not comply with the annual meeting requirement for continued listing set
forth in Listing Rules 5620 (the "Annual Meeting Rule") due to its failure to
hold an annual meeting of stockholders within twelve months of the end of the
Company's fiscal year ending December 31, 2020. On March 8, 2022, the Company
received a letter from Nasdaq (the "Letter") that Nasdaq has determined to grant
the Company an extension until June 17, 2022 to regain compliance with the
Annual Meeting Rule by holding an annual meeting of shareholders. Failure to
regain compliance with standards for continued listing would result in the
ultimate de-listing of CTI's common stock, ticker symbol "CTIB", from Nasdaq.
The Company intends to actively monitor the closing bid price of its common
stock and will evaluate available options to regain compliance with the Minimum
Bid Price Rule. The Company also intends to hold the annual shareholder meeting
by June 17, 2022 to regain compliance with the Annual Meeting Rule.
This summary is not intended to include all terms of the Notice and the Letter,
which are filed as Exhibits 99.1 and 99.2 respectively to this Current Report on
Form 8-K and are incorporated by reference into this Item 3.01.
Item No. 9.01 - Financial Statements and Exhibits
Exhibit No. Exhibit
99.1 Notice from Nasdaq, dated March 8, 2022.
99.2 Letter from Nasdaq, dated March 8, 2022.
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document)
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