Business Context and Reporting Period
Smart Sand, Inc. (SND) filed this Form 8-K on May 14, 2020, regarding a notice received from The Nasdaq Stock Market. The Company is incorporated in Delaware and its common stock trades on the Nasdaq Global Select Market.
Key Financial Metrics
This filing does not provide specific financial data such as revenue, profit, cash flow, margins, debt, or liquidity. The report focuses exclusively on regulatory compliance regarding stock listing standards.
Material Changes
The material event reported is the Company's failure to meet the Nasdaq Minimum Bid Price Requirement. For 30 consecutive business days preceding May 14, 2020, the closing bid price of the Company's common stock was below $1.00 per share. This triggered a formal notice of potential delisting under Nasdaq Listing Rule 5450(a)(1).
Outlook, Risks, and Management Commentary
- Compliance Timeline: The Company was granted a 180-day compliance period. Due to a Nasdaq rule change effective April 16, 2020, the clock was tolled through June 30, 2020. The compliance period is reinstated on July 1, 2020, with a deadline of December 28, 2020.
- Regaining Compliance: To maintain listing on the Nasdaq Global Select Market, the stock must close at or above $1.00 per share for 10 consecutive business days during the compliance period.
- Delisting Risk: If compliance is not achieved by the deadline, the stock may be transferred to The Nasdaq Capital Market (subject to other listing standards) or face delisting.
- Management Action: Management intends to monitor the stock price and may consider available options to regain compliance.
Investor Verification Checklist
- Verify the current closing bid price of SND stock relative to the $1.00 threshold.
- Monitor the Company's progress toward achieving 10 consecutive days of trading at or above $1.00 before the December 28, 2020 deadline.
- Review any subsequent filings regarding potential reverse stock splits or other corporate actions intended to address the bid price deficiency.
- Check if the Company meets the market value of publicly held shares requirement for a potential transfer to the Nasdaq Capital Market.