Cxapp Inc. current report, 21 January 2023

Vollständiges Dokument

Filing Summary

Business Context and Reporting Period

This Form 8-K was filed by KINS Technology Group Inc. on January 26, 2023, reporting an event occurring January 21, 2023. The filing concerns KINS, which was pursuing a proposed business combination with CXApp Holding Corp. The request identifies Cxapp Inc., but the registrant named in the filing is KINS Technology Group Inc.

Key Financial Metrics

The filing does not provide revenue, profit, cash flow, margins, debt, liquidity, or other financial performance metrics.

Material Changes Versus the Prior Comparable Period

On January 21, 2023, Nasdaq notified the Company that it was not in compliance with Listing Rule 5550(a)(4) because it had fewer than 500,000 publicly held shares. The deficiency notice did not immediately affect the listing or trading of the Company’s securities on the Nasdaq Capital Market.

Guidance, Outlook, Risks, and Unusual Items

  • The Company must submit a plan to regain compliance by March 9, 2023.
  • Management believes the issue may be resolved upon completion of the proposed business combination with CXApp Holding Corp.
  • If Nasdaq accepts the plan, it may grant an extension of up to 180 calendar days from the notice date to demonstrate compliance.
  • If Nasdaq rejects the plan, the Company may appeal to a Nasdaq Hearings Panel.
  • Key risks include failure to submit a timely compliance plan, rejection of the plan, inability to demonstrate at least 500,000 publicly held shares, and failure or delay in completing the proposed business combination.
  • The filing’s statements regarding the compliance plan and regaining Nasdaq compliance are forward-looking and subject to risks and uncertainties.

Important Facts for Investors to Verify

  • Whether the Company submitted a compliance plan by March 9, 2023.
  • Whether Nasdaq accepted the plan, granted an extension, or initiated delisting proceedings.
  • Whether the proposed CXApp business combination was completed and resulted in sufficient publicly held shares.
  • The subsequent Nasdaq listing status of KINS securities, including common stock, units, and warrants.
  • Any later filings describing the business combination, capitalization, liquidity, or financial condition.