Business Context and Reporting Period
Company: Greenwave Technology Solutions, Inc. (GWAV)
Filing Type: Form 8-K (Current Report)
Date of Report: May 17, 2023
Reporting Period: Event date May 17, 2023; Signed May 22, 2023
Exchange: NASDAQ Capital Market
Key Financial Metrics
This filing is a notice of a listing deficiency and does not contain financial statements. The filing text does not provide clear values for revenue, profit, cash flow, margins, debt, or liquidity.
Stock Price Status: The bid price for the Company's common stock closed below the minimum $1.00 per share requirement for the last 30 consecutive business days.
Material Changes
- Nasdaq Deficiency Notice: On May 17, 2023, the Company received a letter from Nasdaq indicating non-compliance with Listing Rule 5550(a)(2) due to the sustained low bid price.
- Compliance Timeline: The Company has been granted an initial 180-calendar-day period to regain compliance, ending on November 13, 2023.
- Trading Status: The deficiency letter has no immediate effect on the listing or trading of the Company's common stock.
Guidance, Outlook, and Risks
Management Commentary: The Company intends to monitor the bid price and consider available options to regain compliance. If the stock does not trade at a level likely to result in compliance by November 13, 2023, the Company may consider a reverse stock split.
Outlook and Contingencies:
- Compliance Requirement: To regain compliance, the bid price must close at $1.00 or more for a minimum of 10 consecutive business days before November 13, 2023.
- Second Compliance Period: If the initial period is unsuccessful, the Company may be eligible for an additional 180-day period, provided it meets market value of publicly held shares and other initial listing standards (excluding bid price).
- Delisting Risk: If the Company fails to cure the deficiency or is deemed ineligible for a second period, Nasdaq may notify the Company of delisting. The Company may appeal such a determination, but there is no assurance of success.
Risks: There is no assurance the Company will meet the bid price requirement, qualify for an additional compliance period, or that Nasdaq will grant relief from delisting.
Investor Verification Checklist
- Verify the current bid price of GWAV common stock to assess proximity to the $1.00 threshold.
- Monitor the Company's announcements regarding a potential reverse stock split or other capital structure changes.
- Review the Company's Annual Report on Form 10-K/A (filed April 13, 2023) for detailed risk factors and financial health.
- Track the 10 consecutive business day closing price requirement leading up to the November 13, 2023 deadline.