Filing Overview
This Form 8-K was filed by Brilliant Acquisition Corporation, although the request metadata identifies T3 Defense Inc. The report concerns a Nasdaq listing deficiency notice dated December 30, 2022, and was signed on January 3, 2023. The company was a British Virgin Islands special purpose acquisition company with securities listed on the Nasdaq Capital Market.
Material Event
On December 30, 2022, Nasdaq notified the company that its Market Value of Listed Securities had remained below the required minimum of $35 million for 30 consecutive business days, violating Nasdaq Listing Rule 5550(b)(2).
- The company was granted 180 calendar days, through June 28, 2023, to regain compliance.
- Compliance could be restored if the company’s MVLS closed at or above $35 million for at least 10 consecutive business days before the deadline.
- The notice was a deficiency notification and did not immediately affect the listing or trading of the company’s securities.
- If compliance was not restored by June 28, 2023, Nasdaq stated that the securities would be subject to delisting, subject to the company’s right to appeal to a Hearings Panel.
Financial Metrics and Liquidity
The filing does not provide revenue, profit, cash flow, margins, debt, liquidity balances, operating results, or other financial statement metrics. It provides no comparable-period financial data.
Management Commentary and Risks
Management stated that it would continue monitoring MVLS and consider available options to regain compliance. The company acknowledged that there could be no assurance it would satisfy Nasdaq’s minimum MVLS requirement by the deadline.
Most Important Facts to Verify
- Confirm the issuer identity, because the filing names Brilliant Acquisition Corporation rather than T3 Defense Inc.
- Verify whether the company regained compliance with Nasdaq Rule 5550(b)(2) by June 28, 2023.
- Check whether Nasdaq subsequently issued a delisting determination and whether the company appealed it.
- Review the company’s MVLS history and any corporate actions affecting its listing status.
- Confirm the status of the listed units, ordinary shares, rights, and warrants identified in the filing.