Business Context and Reporting Period
This Form 6-K filing by Dogness (International) Corp covers the month of December 2022. The report addresses a regulatory notification received from The Nasdaq Stock Market LLC regarding the company's compliance with listing standards.
Key Financial Metrics
The filing text does not provide specific values for revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on corporate governance and listing status rather than financial performance data.
Material Changes
The primary material event is the receipt of a Nasdaq notification on December 2, 2022, stating that the closing bid price of the company's Class A common shares fell below $1.00 for 30 consecutive business days. This constitutes a failure to meet Nasdaq Listing Rule 5550(a)(2).
Outlook, Risks, and Contingencies
- Compliance Period: The company has been granted an initial 180-day compliance period ending May 31, 2023, to regain compliance.
- Remediation Criteria: To resolve the issue, the share price must close at or above $1.00 for 10 consecutive business days during the compliance period.
- Delisting Risk: Failure to regain compliance by May 31, 2023, may result in delisting unless the company qualifies for an additional 180-day grace period.
- Contingency Plan: To qualify for the second grace period, the company must meet all other listing standards and may need to effect a reverse stock split, which must be completed at least ten business days before the second period expires.
- Trading Status: Shares will continue to trade uninterrupted under the symbol "DOGZ" during this process.
Investor Verification Checklist
- Verify the current closing bid price of Class A common shares to assess progress toward the $1.00 threshold.
- Monitor for any announcements regarding a reverse stock split or other capital structure changes.
- Confirm the company's status regarding other Nasdaq initial listing standards (e.g., market value of publicly held shares) in case a second grace period is required.
- Review the press release filed as Exhibit 99.1 for additional management commentary.