Alliance MMA, Inc. to Remain Listed on Nasdaq Panel Decision subject to Alliance meeting Specified Conditions
November 13 2018 - 9:00AM
Business Wire
Alliance MMA, Inc. (NASDAQ: AMMA) announced that on November 9,
2018, The Nasdaq Stock Market LLC (“NASDAQ”) notified Alliance MMA
that the NASDAQ Hearings Panel (the “Panel”) granted the Company’s
request for continued listing on The NASDAQ Capital Market, subject
to the Company’s satisfaction of certain conditions, including
interim funding milestones.
“I am very pleased that the Nasdaq Hearings Panel responded
favorably to our plan to acquire SCWorx, a big data company
offering a suite of data solutions via a SaaS model to hospitals
said John Price, President and CFO. Mr. Price continued, “the
Company will continue to execute on its plan to demonstrate that
the combined company will meet all applicable requirements for
initial listing on The Nasdaq Capital Market.”
In accordance with the NASDAQ’s decision, subject to compliance
with the interim funding milestones, the Company has until February
25, 2019 to complete its acquisition of SCWorx and demonstrate that
the combined company satisfies the requirements for initial listing
on The Nasdaq Capital Market. Although the Company is endeavoring
to satisfy the interim funding milestones and other conditions of
the Panel’s decision, there is no assurance that the Company will
be able to do so. If the Company is unable to fully comply with the
terms of the Panel’s decision, the company’s common stock could be
delisted from The NASDAQ Capital Market which would have a material
adverse effect on the company’s business and on the trading of its
common stock.
About Alliance MMA, Inc.
Alliance MMA, Inc., is a professional mixed martial arts (MMA)
company which has scaled back its operations and is currently
focused on consummation of the SCWorx acquisition, as well as its
MMA promotion ticket solution, CageTix.
The completion of the SCWorx acquisition is subject to
satisfaction of a number of conditions, including shareholder
approval of the transactions by both companies, as well as Alliance
(and the combined company) continued listing on the NASDAQ Capital
Market.
Forward-looking Statements
This press release contains “forward-looking statements” that
involve substantial risks and uncertainties for purposes of the
safe harbor provided by the Private Securities Litigation Reform
Act of 1995. All statements, other than statements of historical
facts, included in this press release regarding strategy, future
operations, future financial position, prospects, plans and
objectives of management are forward- looking statements. Examples
of such statements include, but are not limited to, statements
relating to: the structure, timing and completion of the proposed
acquisition of SCWorx, which may not be completed; the Company’s
ability to satisfy the Nasdaq Panel’s conditions for continued
listing of its common stock, including satisfaction of the interim
funding milestones; the combined company’s listing on Nasdaq after
closing of the proposed transaction; expectations regarding the
capitalization, resources and ownership structure of the combined
company; the nature, strategy, results, focus, growth,
profitability and market opportunities of the combined company; the
executive and board structure of the combined company; and
expectations regarding voting by Alliance MMA and SCWorx
shareholders. Alliance MMA and/or SCWorx may not actually achieve
the plans, carry out the intentions or meet the expectations or
projections disclosed in the forward-looking statements and you
should not place undue reliance on these forward-looking
statements. Such statements are based on management’s current
expectations and involve risks and uncertainties. Actual results
and performance could differ materially from those projected in the
forward- looking statements as a result of many factors, including,
without limitation, risks and uncertainties associated with
shareholder approval of and the ability to consummate the proposed
transaction through the process being conducted by Alliance MMA and
SCWorx, the ability to project future cash utilization and reserves
needed for contingent future liabilities and business operations
and the availability of sufficient resources of the combined
company to meet its business objectives and operational
requirements.
The forward-looking statements contained or implied in this
press release are subject to other risks and uncertainties,
including those discussed under the heading “Risk Factors” in
Alliance MMA's Annual Report on Form 10-K for the fiscal year ended
December 31, 2017, filed with the Securities and Exchange
Commission (SEC) and in subsequent filings with the SEC. Except as
otherwise required by law, Alliance MMA disclaims any intention or
obligation to update or revise any forward-looking statements,
which speak only as of the date they were made, whether as a result
of new information, future events or circumstances or
otherwise.
No Offer or Solicitation
This communication shall not constitute an offer to sell or the
solicitation of an offer to sell or the solicitation of an offer to
buy any securities, nor shall there be any sale of securities in
any jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such jurisdiction.
A proxy statement and a proxy card will be filed with the SEC
and will be mailed to Alliance MMA’s shareholders seeking any
required shareholder approvals in connection with the proposed
transactions. Before making any voting or investment decision,
investors and shareholders are urged to read the proxy statement
(including any amendments or supplements thereto) and any other
relevant documents that Alliance MMA may file with the SEC when
they become available because they will contain important
information about the proposed transactions.
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version on businesswire.com: https://www.businesswire.com/news/home/20181113005750/en/
Alliance MMA, Inc.John Price,
Presidentjprice@alliancemma.com
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