|
|
Library
|
|
|
|
|
|
| |
|
Timeframe
|
|
|
|
|
Category
|
|
|
| |
|
Sub-Category
|
|
|
|
| ** To make multiple selections, select the first criterion and then press and hold
the Ctrl Key **
|
|
| |
|
1- 5 of 5
Search Results for:
|
Ordering of Search Results
When searching across multiple libraries:
FAQs will appear in alphabetical order by category and sub-category
Listing Council Decisions will appear in reverse chronological order by year.
Staff Interpretations will appear in reverse chronological order by year
When searching using keywords:
Results are returned in order of term frequency (i.e., the number of times the keywords appear in the material).
|
|
Libraries:
FAQs - Listings
|
|
Filters:
Continued Listing; Shareholders' Equity
|
|
|
|
|
Identification Number
364
|
|
|
Not immediately. Based on the company's periodic public filings, Nasdaq will determine if it is still in compliance with these requirements. If Nasdaq determines that the company no longer complies with a particular requirement, then Nasdaq will issue a letter requesting that the company submit a plan of compliance. In general, these plans are due within 45 calendar days, although Staff, in its discretion, may shorten this period. Upon review of the company's plan of compliance, Nasdaq will determine whether:
- The company has regained compliance;
- An extension of time is warranted; or
- To initiate delisting proceedings.
In each circumstance, Nasdaq will notify the company of the decision in writing. For further information, please see Listing Rule 5810 regarding Staff review of deficiencies. If Nasdaq determines to delist the securities, the company may appeal at that time. See Hearings FAQs for additional information.
|
Publication Date*:
7/31/2012
|
|
|
Identification Number:
364
|
|
|
|
|
Identification Number
365
|
|
|
Nasdaq Staff and Hearings Panels are aware of the difficulties that market conditions present for companies attempting to raise additional capital. If a company submits a plan of compliance that involves raising capital, and despite taking all reasonable steps, is unable to execute the plan in the near term due to market conditions, then Nasdaq Staff and/or the Hearings Panel will take that into account in determining whether to grant the company an exception to the full extent of its discretion.
|
Publication Date*:
7/31/2012
|
|
|
Identification Number:
365
|
|
|
|
|
Identification Number
366
|
|
|
In the submission to the Listing Qualifications Staff, please note the following suggested guidelines:
- The submission should be definitive, concise and directly address the company's plan to regain compliance in the near term and maintain compliance over the long term.
- Nasdaq's Listing Rules allow Staff to provide a company up to 180 calendar days from the date of the deficiency notice to regain compliance. The company should take this into consideration when drafting its plan of compliance. In addition, the plan should discuss the company's ability to sustain compliance for the next six to twelve months. Note that the 180 day extension is not automatic. Extensions of time may vary and are not granted in all cases.
- If the company's plan of compliance includes a private placement involving common stock, or any securities convertible or exercisable into common stock, a merger, a debt conversion, or other similar transactions, please ensure that the proposed action complies with Nasdaq's corporate governance requirements, particularly the shareholder approval rules, and other provisions of the Listing Rules. If necessary, the company should file the Listing of Additional Shares Notification Form. Please contact your Listing Qualifications analyst for further guidance on these matters.
- If a transaction is being contemplated to remedy the deficiency, please include a balance sheet and income statement evidencing the pro forma effect of the transaction. The financial statements should be based on historical financial information, not more than 45 days old. Please show three columns of data - historical, all adjustments, and the pro-forma totals.
- The submission should include projections, if available, for the next 12 months. Please include balance sheet and income projections. Clearly state all assumptions being made.
- Provide copies of all definitive or draft agreements or contractual arrangements for private placements, mergers, or other financial arrangements. Please include a list of investors for private placements. The company should file all applicable Listing of Additional Shares Notifications electronically through the Listing Center.
- Plans relying on future projected revenues to comply with the equity requirement are generally not accepted unless the company has definitive contracts and the revenue will be received in the near term.
- Nasdaq will consider the company's net losses when reviewing a proposed equity-raising transaction to determine whether the plan is sufficient to regain and sustain compliance with the equity requirement.
Please contact your Listing Qualifications Analyst at +1 301 978 8008 for further assistance.
|
Publication Date*:
7/31/2012
|
|
|
Identification Number:
366
|
|
|
|
|
Identification Number
367
|
|
|
A company listed on the Nasdaq Capital Market provided a definitive agreement for an asset sale, which would raise $50 million in the near term. Based on a pro forma balance sheet, after accounting for projected net losses, the company would have equity of more than $15 million immediately after the transaction and more than $10 million at the end of the fiscal year, in excess of the $2.5 million requirement.
A company listed on the Nasdaq Global Market announced its intention to complete a public offering in the near term and provided a press release announcing the pricing of an underwritten firm commitment public offering. Net proceeds of the offering were expected to be approximately $40 million. Subsequently, the company filed a pro forma balance sheet, adjusted to reflect the public offering, showing stockholders equity of approximately $45 million, in excess of the $10 million requirement.
A company listed on the Nasdaq Global Market stated that certain holders of the company's warrants had exercised 500,000 warrants for proceeds of $12 million. Staff had concerns with the company's ability to sustain compliance based on the company's history of losses. In that regard, the company provided definitive agreements from the warrant holders relating to the exercise of additional warrants, which when exercised, would result in proceeds to the company of $5,000,000. Based on the exercise, the company stated that stockholders equity had increased to approximately $22 million, on a pro forma basis, in excess of the $10 million requirement.
A company listed on the Nasdaq Global Market announced the acquisition of a target company shortly after receiving notice from Nasdaq that it was not in compliance with the $10 million minimum equity requirement. Therefore, the company believed that it had already achieved compliance with the minimum equity standard and anticipated that it would be able to file audited financial statements and pro forma financial information to reflect compliance within two weeks
|
Publication Date*:
7/31/2012
|
|
|
Identification Number:
367
|
|
|
|
|
Identification Number
368
|
|
|
A company listed on the Nasdaq Global Market stated that it was pursuing a potential convertible note offering of between $20 million and $30 million to be completed before the end of the year, followed by an equity offering of up to $30 million. The company was not able to complete the convertible note offering in the near term and did not provide definitive documentation, for either transaction.
|
Publication Date*:
7/31/2012
|
|
|
Identification Number:
368
|
|
|
|
|