Dariohealth Corp. current report, 28 December 2018

Business Context and Reporting Period

This Form 8-K filing by DarioHealth Corp. (an emerging growth company incorporated in Delaware) was filed on December 31, 2018, reporting an event that occurred on December 28, 2018. The Company is headquartered in Caesarea, Israel.

Key Financial Metrics

The filing text does not provide specific values for revenue, profit, cash flow, margins, debt, or liquidity. The only financial metric disclosed is the Company's stock price performance, which triggered the regulatory notice.

Material Changes

On December 28, 2018, the Company received a written notice from the Nasdaq Stock Market LLC indicating non-compliance with Nasdaq Listing Rule 5550(a)(2). The Company's closing bid price for its common stock remained below $1.00 per share for the last 30 consecutive business days.

Outlook, Risks, and Management Commentary

  • Compliance Period: The Company has been granted a 180-calendar day compliance period, ending June 26, 2019, to regain compliance.
  • Requirements: To regain compliance, the closing bid price must meet or exceed $1.00 per share for at least 10 consecutive business days during the compliance period.
  • Delisting Risk: If the Company fails to regain compliance by June 26, 2019, it may be afforded a second 180-day period if it meets other listing standards (e.g., market value of publicly held shares). Failure to comply within all allotted periods will result in delisting.
  • Management Action: The Company intends to monitor the stock price and consider available options to resolve the noncompliance, though there is no assurance of success.

Investor Verification Checklist

  • Verify the current closing bid price of DarioHealth Corp. common stock relative to the $1.00 threshold.
  • Monitor the Company's progress toward achieving 10 consecutive days of compliance before the June 26, 2019 deadline.
  • Review subsequent filings for any announcements regarding reverse stock splits or other corporate actions intended to address the low stock price.
  • Confirm whether the Company meets the market value of publicly held shares requirement if a second compliance period is sought.