Current Report Filing (8-k)
December 30 2022 - 05:01PM
Edgar (US Regulatory)
0000764195 false VBI Vaccines Inc/BC
0000764195 2022-12-29 2022-12-29 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):
December 29, 2022
VBI
VACCINES INC.
(Exact
name of registrant as specified in its charter)
British Columbia, Canada |
|
001-37769 |
|
N/A |
(State
or other jurisdiction
of
incorporation)
|
|
(Commission
File
Number)
|
|
(IRS
Employer
Identification
No.)
|
160 Second Street,
Floor 3
Cambridge,
Massachusetts
|
|
02142 |
(Address
of principal executive offices) |
|
(Zip
Code) |
(617)
830-3031
(Registrant’s
telephone number, including area code)
N/A
(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 exchange on which registered |
Common Shares, no par value per share |
|
VBIV |
|
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
8.01 Other Events.
As
previously reported, on July 1, 2022, VBI Vaccines Inc. (the
“Company”) received a letter from the Listing Qualifications
Department of the Nasdaq Stock Market (“Nasdaq”) indicating that,
based upon the closing bid price of the Company’s common shares for
the 30 consecutive business day period between May 18, 2022 through
June 30, 2022, the Company did not meet the minimum bid price of
$1.00 per share required for continued listing on The Nasdaq
Capital Market pursuant to Nasdaq Listing Rule 5550(a)(2) (the
“Minimum Bid Price Requirement”). The letter also indicated that
the Company will be provided with a compliance period of 180
calendar days, or until December 28, 2022 (the “Compliance
Period”), in which to regain compliance pursuant to Nasdaq Listing
Rule 5810(c)(3)(A).
On
December 29, 2022, the Company received a letter from Nasdaq
notifying the Company that the Company has been granted an
additional 180-day period, or until June 26, 2023, to regain
compliance with the Minimum Bid Price Requirement. The new
compliance period is an extension of the initial Compliance Period
provided for in Nasdaq’s deficiency notice to the Company, dated
July 1, 2022. Nasdaq’s determination was based on the Company
meeting the continued listing requirement for market value of
publicly held shares and all other applicable requirements for
initial listing on the Nasdaq Capital Market, with the exception of
the Minimum Bid Price Requirement, and the Company’s written notice
of its intention to cure the deficiency during the second
compliance period by effecting a reverse stock split, if
necessary.
If
compliance with the Minimum Bid Price Requirement cannot be
demonstrated by June 26, 2023, Nasdaq will provide written
notification that the Company’s common shares could be delisted. In
such event, Nasdaq rules permit the Company to appeal any delisting
determination to a Nasdaq Hearings Panel. Accordingly, there can be
no assurance that the Company will be able to regain compliance
with the Nasdaq listing rules or maintain its listing on the Nasdaq
Stock Market.
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.
|
VBI
Vaccines Inc. |
|
|
|
Date:
December 30, 2022 |
By: |
/s/
Chris McNulty
|
|
|
Chris
McNulty
|
|
|
Chief
Financial Officer and Head of Business Development
|
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