Cheer Holding, Inc. current report, 27 February 2020

Business Context and Reporting Period

Glory Star New Media Group Holdings Limited, the registrant identified in the filing, submitted a Form 8-K regarding a Nasdaq listing matter following completion of its business combination on February 14, 2020. The reported event occurred on February 27, 2020; the report was signed March 4, 2020. The filing identifies ordinary shares under the symbol GSMG and warrants under GSMGW.

Key Financial Metrics

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

Material Change Versus Prior Period

On February 27, 2020, Nasdaq notified the Company that its warrants had not demonstrated compliance with all initial listing requirements under Nasdaq IM-5101-2. Specifically, the Company had not provided evidence that the warrants had at least 100 round-lot holders, as required by Nasdaq Listing Rule 5515(a)(4).

Outlook, Risks, and Contingencies

  • Unless the Company appeals, Nasdaq stated that warrant trading would be suspended at the opening of business on March 9, 2020, followed by removal of the warrants from Nasdaq listing and registration.
  • The Company could appeal to a Nasdaq hearings panel by March 5, 2020. A timely appeal would stay the suspension and delisting pending the panel’s decision.
  • The listing of the Company’s ordinary shares on the Nasdaq Capital Market under GSMG was not affected by the warrant delisting notice.
  • The filing provides no earnings guidance or management outlook.

Important Facts for Investors to Verify

  • Whether the Company appealed by the March 5, 2020 deadline.
  • Whether warrant trading was suspended or the warrants were ultimately delisted.
  • Whether the warrants subsequently satisfied Nasdaq’s 100-round-lot-holder requirement or other listing conditions.
  • The impact of any warrant suspension or delisting on warrant liquidity, market value, and holder exercise rights.