UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 6-K
REPORT OF
FOREIGN PRIVATE ISSUER
PURSUANT
TO RULE 13a-16 OR 15d-16 UNDER THE
SECURITIES
EXCHANGE ACT OF 1934
For the month of:
December 2022
Commission File
Number: 001-38544
CENNTRO ELECTRIC GROUP LIMITED
(Translation of
registrant’s name into English)
501 Okerson
Road, Freehold, New Jersey 07728
(Address of
principal executive offices)
(732)
820-6757
Registrant’s
telephone number, including area code
N/A
(Former name or
former address, if changed since last report)
Indicate by check
mark whether the registrant files or will file annual reports under
cover Form 20-F or Form 40-F. Form 20-F ☒ Form 40-F ☐
Indicate by check
mark if the registrant is submitting the Form 6-K in paper as
permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate by check
mark if the registrant is submitting the Form 6-K in paper as
permitted by Regulation S-T Rule 101(b)(7): ☐
Notice of Delisting or Failure to
Satisfy a Continued Listing Rule or Standard; Transfer of
Listing.
On December 22, 2022, Cenntro
Electric Group Limited (the “Company”) received written notice (the
“Notice”) from the Listing Qualifications Department of the Nasdaq
Stock Market, LLC (“Nasdaq”) notifying the Company that, based on
the closing bid price of the Company’s Ordinary Shares, without par
value (the “Ordinary Shares”), for the last 30 consecutive trading
days, the Company no longer complies with the minimum bid price
requirement for continued listing on the Nasdaq Capital Market.
Nasdaq Listing Rule 5450(a)(1) requires listed securities to
maintain a minimum bid price of $1.00 per share (the “Minimum Bid
Price Requirement”), and Nasdaq Listing Rule 5810(c)(3)(A) provides
that a failure to meet the Minimum Bid Price Requirement exists if
the deficiency continues for a period of 30 consecutive trading
days.
The Notice has no immediate effect on
the listing of the Ordinary Shares on the Nasdaq Capital Market.
Pursuant to the Nasdaq Listing Rules, the Company has been provided
an initial compliance period of 180 calendar days to regain
compliance with the Minimum Bid Price Requirement. To regain
compliance, the closing bid price of the Ordinary Shares must be at
least $1.00 per share for a minimum of 10 consecutive trading days
prior to June 20, 2023, and the Company must otherwise satisfy The
Nasdaq Capital Market’s requirements for listing.
If the Company does not regain
compliance by June 20, 2023, the Company may be eligible for an
additional 180 calendar day compliance period. To qualify, the
Company would be required, among other things, to meet the
continued listing requirement for the market value of its publicly
held shares, as well as all other standards for initial listing on
the Nasdaq Capital Market, with the exception of the Minimum Bid
Price Requirement, and would need to provide written notice of its
intention to cure the bid price deficiency during the second
compliance period. If the Company does not regain compliance within
the allotted compliance period(s), including any extensions that
may be granted by Nasdaq, Nasdaq will provide notice that the
Company’s Ordinary Shares will be subject to delisting. The Company
would then be entitled to appeal Nasdaq’s determination to a Nasdaq
Listing Qualifications Panel and request a hearing.
The Company intends to monitor the
closing bid price of the Ordinary Shares and consider its available
options to resolve the noncompliance with the Minimum Bid Price
Requirement. There can be no assurance that the Company will be
able to regain compliance with the Nasdaq Capital Market’s
continued listing requirements or that Nasdaq will grant the
Company a further extension of time to regain compliance, if
applicable.
On December 28, 2022, the Company
issued a press release entitled “Cenntro Electric Group Limited
Receives Nasdaq Notice Regarding Minimum Bid Price Requirements”. A
copy of the press release is furnished herewith as Exhibit
99.1.
EXHIBIT
INDEX
Exhibit No.
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Description
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99.1 |
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Press Release -
Cenntro Electric Group Limited Receives Nasdaq Notice Regarding
Minimum Bid Price Requirements, dated December 28, 2022
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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.
Dated: December 28, 2022
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Cenntro
Electric Group Limited
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By:
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/s/ Peter Wang
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Name:
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Peter Wang
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Title:
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Chief Executive Officer
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