Fold Holdings, Inc. current report, 12 October 2023

SEC Form 8-K Summary

Business Context and Reporting Period

FTAC Emerald Acquisition Corp. filed a Form 8-K dated October 12, 2023, with the report signed on October 13, 2023. The filing concerns a Nasdaq continued-listing deficiency. The provided filing identifies FTAC Emerald Acquisition Corp. as the registrant; it does not identify Fold Holdings, Inc.

Financial Metrics and Capitalization

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

The registrant’s Nasdaq-listed securities include units trading under EMLDU, Class A common stock trading under EMLD, and redeemable warrants trading under EMLDW. The warrants are exercisable for $11.50 per share.

Material Changes Versus the Prior Comparable Period

No comparative financial information or prior-period operating results are included. The material development is receipt of a Nasdaq deficiency notice on October 12, 2023.

Guidance, Outlook, Risks, Contingencies, and Unusual Items

  • Nasdaq notified the company that it was not complying with Listing Rule 5450(a)(2), which requires at least 400 public holders for continued listing on the Nasdaq Global Market.
  • The notice is a deficiency notification, not a delisting determination, and had no immediate effect on the listing or trading of the company’s securities.
  • The company has 45 calendar days from the notice date to submit a plan to regain compliance.
  • If Nasdaq accepts the plan, it may grant an extension of up to 180 calendar days from the notice date to demonstrate compliance.
  • If Nasdaq does not accept the plan, the company may appeal before a Nasdaq Hearings Panel.

Important Facts for Investors to Verify

  • Confirm the applicable registrant, because the filing text names FTAC Emerald Acquisition Corp., while the request metadata references Fold Holdings, Inc.
  • Verify the company’s number of public holders and its plan for regaining compliance.
  • Monitor Nasdaq’s decision regarding any compliance extension or appeal.
  • Assess the potential effect of continued noncompliance on the listing and trading of the company’s securities.