Current Report Filing (8-k)
July 23 2020 - 4:06PM
Edgar (US Regulatory)
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):
July 23, 2020 (July 22, 2020)
SINO-GLOBAL SHIPPING AMERICA, LTD.
(Exact name of Registrant as specified in charter)
Virginia
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001-34024
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11-3588546
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(State or other jurisdiction
of Incorporation)
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(Commission File No.)
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(IRS Employer
Identification No.)
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1044 Northern Blvd., Suite 305,
Roslyn, New York, 11576-1514
(Address of principal executive offices) (Zip
Code)
Registrant's telephone number, including area
code: (718) 888-1814
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:
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☐
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Written communications pursuant to Rule 425 under the Securities Act (17CFR230.425)
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Soliciting material pursuant to Rule14a-12 under the Exchange Act (17CFR240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17CFR240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17CFR240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Common Stock
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SINO
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NASDAQ Capital Market
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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.
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Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
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As previously disclosed,
on January 22, 2019, Nasdaq notified Sino-Global Shipping America, Ltd., a Virginia corporation (the “Company”) that
it did not comply with the minimum bid price of $1.00 per share (the “Minimum Bid Price”) requirement in Listing Rule
5550(a)(2), and in accordance with Listing Rule 5810(c)(3)(A), was granted 180 calendar days, until July 22, 2019, to regain compliance.
Subsequently, on July 23, 2019, the Company was provided an additional 180 calendar day compliance period, or until January 20,
2020, to demonstrate compliance. On January 21, 2020, the Company was notified of Nasdaq’s delist determination as it had
not regained compliance. On January 28, 2020, the Company requested a hearing, which was held on February 27, 2020. On March 10,
2020, the Company received a letter from Nasdaq stating that the Nasdaq Hearings Panel (the “Panel”) granted an exception
to permit the Company to demonstrate compliance on or before May 8, 2020. On April 17, 2020, the Company requested and received
an extension to demonstrate its compliance with the Nasdaq Minimum Bid Price requirement on or before July 23, 2020. The Company’s
request was based on Nasdaq Issuer Notification 2020-2, which provides additional time to issuers to return to compliance with
pricing related listing rules, including the Minimum Bid Price requirement.
Since then, Nasdaq has
determined that for 11 consecutive trading days from July 7 through July 21, 2020, the closing bid price of the Company’s
common stock has been closed above $1.00 per share. On July 22, 2020, the Panel notified the Company that it has regained compliance
with Listing Rule 5550(a)(2) and the matter is now closed.
The Company issued a press
release announcing that it had regained compliance with Nasdaq Marketplace Rules effective July 22, 2020. A copy of the press release
is attached as Exhibit 99.1.
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Item 9.01.
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Financial Statements and Exhibits.
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(d) Exhibits.
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.
Date: July 23, 2020
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SINO-GLOBAL SHIPPING AMERICA, LTD.
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By:
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/s/ Lei Cao
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Name:
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Lei Cao
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Title:
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Chief Executive Officer
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