Business Context and Reporting Period
Revelation Biosciences, Inc. filed a Form 8-K on May 24, 2022, regarding a notice of delisting or failure to satisfy a continued listing rule. The Company is an emerging growth company incorporated in Delaware with principal executive offices in San Diego, California.
Key Financial Metrics
The filing references the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2022. Based on this report, the Company reported a stockholders' deficit of $98,511. The filing does not provide specific values for revenue, profit, cash flow, margins, debt, or liquidity beyond the stockholders' equity figure.
Material Changes and Compliance Status
On May 24, 2022, the Company received a deficiency letter from Nasdaq stating it is not in compliance with Listing Rule 5550(b)(1), which requires a minimum of $2,500,000 in stockholders' equity. The Company also failed to meet alternative listing standards regarding market value of listed securities ($35 million) or net income ($500,000). This noncompliance is directly attributed to the reported stockholders' deficit of $98,511.
Outlook, Risks, and Management Commentary
- Compliance Plan: The Company has 45 calendar days from the date of the Nasdaq Letter to submit a plan to regain compliance and intends to do so.
- Extension Possibility: If the plan is accepted, Nasdaq may grant an extension of up to 180 calendar days to evidence compliance.
- Delisting Risk: If the plan is not accepted or compliance is not achieved within the extension period, the Company may face a hearing before an independent panel. There is no assurance that an extension will be granted or that compliance will be regained.
- Trading Status: Neither the deficiency letter nor the noncompliance has an immediate effect on the listing or trading of the Company's units (REVBU), common stock (REVB), or warrants (REVBW).
Investor Verification Checklist
- Verify the specific details of the compliance plan the Company intends to submit to Nasdaq within the 45-day window.
- Monitor the Company's stockholders' equity position to determine if it can reach the $2,500,000 threshold or meet alternative standards.
- Review the most recent Form 10-Q for the quarter ended March 31, 2022, to understand the full financial context of the $98,511 deficit.
- Watch for any updates regarding the acceptance of the compliance plan or the granting of a 180-day extension by Nasdaq.