Business Context and Reporting Period
Company: 22nd Century Group, Inc.
Filing Type: Form 8-K (Current Report)
Date of Report: March 31, 2023
Reporting Period: The filing addresses a specific event occurring on March 31, 2023, regarding the company's listing status on the Nasdaq Capital Market.
Key Financial Metrics
This filing does not contain financial statements, revenue, profit, cash flow, margin, debt, or liquidity data. The document focuses exclusively on regulatory compliance regarding stock listing standards.
Material Changes
Listing Deficiency: On March 31, 2023, the Company received a deficiency letter from the Nasdaq Listing Qualifications Department.
Reason: The Company's common stock failed to maintain a minimum closing bid price of $1.00 per share for the last 30 consecutive business days, violating Nasdaq Listing Rule 5550(a)(2).
Immediate Impact: The notification has no immediate effect on the listing or trading of the Company's common stock.
Outlook, Risks, and Management Commentary
Compliance Pathway: Under Nasdaq Listing Rule 5810(c)(3)(A), the Company has 180 calendar days (until September 27, 2023) to regain compliance. To do so, the closing bid price must be at or above $1.00 for a minimum of 10 consecutive business days.
Secondary Compliance Period: If the Company fails to regain compliance by September 27, 2023, it may be afforded a second 180-day period. Qualification for this period requires meeting the market value of publicly held shares and all other initial listing standards, excluding the minimum bid price requirement, and providing written notice of intent to cure.
Management Action: The Company intends to monitor the closing bid price and may consider implementing available options to regain compliance.
Investor Verification Checklist
- Verify the current closing bid price of the Company's common stock (Symbol: XXII) to assess proximity to the $1.00 threshold.
- Monitor the stock price for 10 consecutive business days to determine if the initial compliance period is met.
- Review the Company's market value of publicly held shares to ensure eligibility for a potential second compliance period.
- Check for future announcements regarding a reverse stock split or other corporate actions intended to increase the share price.
- Confirm the status of the deficiency letter and any subsequent correspondence with Nasdaq.