Business Context and Reporting Period
This Form 8-K is filed by Marathon Patent Group, Inc. (not MARA Holdings, Inc.) for the reporting period of May 17, 2017. The registrant is an emerging growth company incorporated in Nevada, with principal executive offices in Los Angeles, CA. The filing addresses a regulatory notice received from the Nasdaq Capital Market regarding listing compliance.
Key Financial Metrics
The filing text does not provide specific values for revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on the status of the company's stock listing and does not contain financial performance data for the period.
Material Changes
The material change reported is the receipt of a written notification from Nasdaq on May 17, 2017, stating that the Company failed to meet the minimum bid price requirement of $1.00 per share. This deficiency was based on the closing bid price for the 30 consecutive business days from April 3, 2017, to May 16, 2017.
Outlook, Risks, and Management Commentary
- Compliance Period: The Company has been granted an initial 180-calendar-day compliance period ending November 13, 2017, to regain compliance. Shares will continue to trade on Nasdaq during this time.
- Requirements to Regain Compliance: The closing bid price must meet or exceed $1.00 per share for a minimum of 10 consecutive business days within the grace period.
- Secondary Grace Period: If compliance is not met by November 13, 2017, the Company may be afforded a second 180-day period, contingent on meeting other listing standards and providing notice of intent to cure the deficiency, potentially via a reverse stock split.
- Risks: There is no assurance the Company will regain compliance. Failure to do so within the allotted periods could result in delisting. The Company retains the right to appeal a delisting determination.
Investor Verification Checklist
- Verify the current closing bid price of Marathon Patent Group, Inc. common stock to assess progress toward the $1.00 threshold.
- Monitor for any announcements regarding a reverse stock split or other capital structure changes intended to cure the deficiency.
- Confirm the Company's status regarding the November 13, 2017, compliance deadline.
- Review subsequent filings for any updates on the appeal process if delisting proceedings are initiated.