Filing Overview
Registrant: Deep Medicine Acquisition Corp. (the filing does not identify TruGolf Holdings, Inc. as the registrant). This Form 8-K reports an event dated January 22, 2023 and was signed on January 26, 2023.
Business Context and Reporting Period
The registrant is a special purpose acquisition company with Class A common stock and rights listed on Nasdaq Global Market under the symbols DMAQ and DMAQR. The filing concerns Nasdaq continued-listing compliance following stockholder redemptions at the company’s most recent stockholder meeting.
Key Financial Metrics
The filing does not provide revenue, profit, cash flow, margins, debt, liquidity, or other operating or financial performance metrics.
Material Change Versus Prior Period
Following stockholder redemptions, the company no longer met Nasdaq Listing Rule 5450(b)(2), which requires at least 1,100,000 publicly held shares for continued listing on the Nasdaq Global Market.
Guidance, Outlook, Risks, and Unusual Items
- Nasdaq issued a deficiency notice on January 22, 2023. The notice is not an imminent delisting determination and had no immediate effect on the listing or trading of the company’s securities.
- The company must submit a plan to regain compliance by March 9, 2023 and stated that it intends to do so while exploring all available options.
- 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 to a Nasdaq Hearings Panel.
- The company’s forward-looking statements regarding remediation are subject to risks and uncertainties, and the company disclaimed any obligation to update them.
Investor Verification Points
- Confirm the registrant and transaction context, as the supplied filing is for Deep Medicine Acquisition Corp., not TruGolf Holdings, Inc.
- Verify the number of publicly held shares after redemptions and the company’s compliance plan submitted by March 9, 2023.
- Check whether Nasdaq accepted the plan, granted an extension, or initiated delisting proceedings.
- Review subsequent filings for changes to the company’s listing status, capital structure, and any business combination developments.