Business Context and Reporting Period
Company: Super League Gaming, Inc. (SLGG)
Filing Type: Form 8-K (Current Report)
Date of Report: October 4, 2022
Reporting Period: Event date October 4, 2022; Signed October 11, 2022
Context: The Company received a notice from Nasdaq regarding non-compliance with continued listing standards due to the closing bid price of its common stock.
Key Financial Metrics
The filing text does not provide specific values for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on regulatory compliance status regarding stock listing requirements.
Material Changes
- Listing Status: The Company is currently not in compliance with Nasdaq Listing Rule 5550(a)(2), which requires a minimum closing bid price of $1.00 per share.
- Trigger Event: Non-compliance was determined based on the closing bid price for the last 30 consecutive business days prior to October 4, 2022.
- Immediate Effect: The notice has no immediate effect on the listing of the Company's Common Stock on the Nasdaq Capital Market.
Guidance, Outlook, and Risks
Compliance Timeline and Requirements
- Initial Cure Period: The Company has 180 days (October 4, 2022, to April 3, 2023) to regain compliance.
- Requirement: The closing bid price must be at least $1.00 per share for 10 consecutive business days within this period.
- Extension Possibility: If compliance is not met by April 3, 2023, Nasdaq may grant a second 180-day period. Qualification requires meeting market value of publicly held shares and other initial listing standards (excluding the bid price).
- Reverse Stock Split: The Company may need to effect a reverse stock split to cure the deficiency if seeking an extension.
Risks and Contingencies
- Delisting Risk: Failure to regain compliance within allotted periods (including extensions) will result in a notice of delisting.
- Appeal Rights: The Company retains the right to appeal a delisting determination to a Nasdaq hearings panel.
Investor Verification Checklist
- Verify the current closing bid price of SLGG stock to assess proximity to the $1.00 threshold.
- Monitor the Company's announcements regarding the intent to effect a reverse stock split.
- Check for subsequent 8-K filings confirming whether the 10-day compliance window was met before April 3, 2023.
- Review the Company's market value of publicly held shares to determine eligibility for a potential second compliance period.