Current Report Filing (8-k)
April 22 2022 - 5:04PM
Edgar (US Regulatory)
0001017491
false
0001017491
2022-04-22
2022-04-22
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of
earliest event reported): April 22,
2022
Seelos Therapeutics, Inc. |
(Exact name of registrant as specified in its charter) |
Nevada |
|
000-22245 |
|
87-0449967 |
(State or Other Jurisdiction of Incorporation) |
|
(Commission File Number) |
|
(I.R.S. Employer Identification No.) |
300
Park Avenue, 2nd
Floor, New
York, NY |
|
10022 |
(Address of principal executive offices) |
|
(Zip Code) |
Registrant's telephone number,
including area code: (646) 293-2100
Not Applicable
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing
is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities Registered pursuant to Section 12(b) of
the Act:
Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered |
Common Stock, $0.001 par value |
SEEL |
The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is
an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
☐
If an emerging growth company, indicate by check
mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 3.01. Notice of Delisting or Failure to Satisfy a
Continued Listing Rule or Standard; Transfer of Listing.
On April 22, 2022, Seelos
Therapeutics, Inc. (the “Company”) received written notice (the “Notice”) from The Nasdaq Stock Market LLC (“Nasdaq”)
indicating that, for the last thirty consecutive business days, the bid price for the Company’s common stock had closed below the
minimum $1.00 per share requirement for continued listing on the Nasdaq Capital Market under Nasdaq Listing Rule 5550(a)(2). In accordance
with Nasdaq Listing Rule 5810(c)(3)(A), the Company has been provided an initial period of 180 calendar days, or until October 19, 2022,
to regain compliance. The Notice states that the Nasdaq Staff will provide written notification that the Company has achieved compliance
with Rule 5550(a)(2) if at any time before October 19, 2022, the bid price of the Company’s common stock closes at $1.00 per share
or more for a minimum of ten consecutive business days. The Notice has no immediate effect on the listing or trading of the Company’s
common stock and the common stock will continue to trade on the Nasdaq Capital Market under the symbol “SEEL.”
If the Company does not
regain compliance with Rule 5550(a)(2) by October 19, 2022, the Company may be eligible for an additional 180 calendar day compliance
period. To qualify, the Company would 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 would 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. However, if it appears to the Nasdaq Staff that the Company will not be able to cure the deficiency, or if the Company
is otherwise not eligible, Nasdaq would notify the Company that its securities will be subject to delisting. In the event of such a notification,
the Company may appeal the Nasdaq Staff’s determination to delist its securities, but there can be no assurance the Nasdaq Staff
would grant any request for continued listing.
The Company intends to
monitor the bid price of its common stock and consider available options if its common stock does not trade at a level likely to result
in the Company regaining compliance with Nasdaq’s minimum bid price rule by October 19, 2022. There can be no assurance that the
Company will be able to regain compliance with Nasdaq’s minimum bid price rule or that the Company will otherwise be in compliance
with the other listing standards for the Nasdaq Capital Market.
Forward-Looking Statements
Except for the factual
statements made herein, information contained in this Current Report on Form 8-K consists of forward-looking statements within the meaning
of the Private Securities Litigation Reform Act of 1995 that involve risks, uncertainties and assumptions that are difficult to predict.
Words and expressions reflecting optimism, satisfaction or disappointment with current prospects or future events, as well as words such
as “believes,” “intends,” “expects,” “plans” and similar expressions, or the use of future
tense, identify forward-looking statements, but their absence does not mean that a statement is not forward-looking. Such forward-looking
statements are not guarantees of performance and actual actions or events could differ materially from those contained in such statements.
For example, there can be no assurance that the Company will meet the bid price requirement during any compliance period or otherwise
in the future, otherwise meet Nasdaq compliance standards, or that Nasdaq will grant the Company any relief from delisting as necessary
or whether the Company can agree to or ultimately meet applicable Nasdaq requirements for any such relief. Reference is also made to other
factors detailed from time to time in the Company’s periodic reports filed with the Securities and Exchange Commission, including
the Company’s most recent Annual Report on Form 10-K and any subsequent Quarterly Reports on Form 10-Q. The forward-looking statements
contained in this Current Report on Form 8-K speak only as of the date of this Current Report on Form 8-K and the Company assumes no obligation
to publicly update any forward-looking statements to reflect changes in information, events or circumstances after the date of this Current
Report on Form 8-K, unless required by law.
SIGNATURES
Pursuant to the requirements of the Securities Exchange
Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
|
Seelos Therapeutics, Inc. |
|
|
Date: April 22, 2022 |
By: |
/s/ Michael Golembiewski |
|
|
|
Name: Michael Golembiewski |
|
|
|
Title: Chief Financial Officer |
Seelos Therapeutics (NASDAQ:SEEL)
Historical Stock Chart
From Mar 2024 to Apr 2024
Seelos Therapeutics (NASDAQ:SEEL)
Historical Stock Chart
From Apr 2023 to Apr 2024