Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or
Standard; Transfer of Listing.
On July 20, 2022, Helbiz, Inc. (the "Company") received written notice (the
"Notice") from the Listing Qualifications Department of the Nasdaq Stock Market,
LLC ("Nasdaq ") notifying the Company that, based on the closing bid price of
the Company's Class A Common Stock, par value $0.00001 per share (the "Common
Stock"), for the last 30 consecutive trading days, the Company no longer
complies with the minimum bid price requirement for continued listing on
the Nasdaq Capital Market. Nasdaq Listing Rule 5450(a)(1) requires listed
securities to maintain a minimum bid price of $1.00 per share (the "Minimum Bid
Price Requirement"), and Nasdaq Listing Rule 5810(c)(3)(A) provides that a
failure to meet the Minimum Bid Price Requirement exists if the
deficiency continues for a period of 30 consecutive trading days.
The Notice has no immediate effect on the listing of the Common Stock on
the Nasdaq Capital Market. Pursuant to the Nasdaq Listing Rules, the Company has
been provided an initial compliance period of 180 calendar days to regain
compliance with the Minimum Bid Price Requirement. To regain compliance, the
closing bid price of the Common Stock must be at least $1.00 per share for a
minimum of 10 consecutive trading days prior to January 16, 2023, and the
Company must otherwise satisfy The Nasdaq Capital Market's requirements for
listing.
If the Company does not regain compliance by January 16, 2023, the Company may
be eligible for an additional 180 calendar day compliance period. To qualify,
the Company would be required, among other things, to meet the continued listing
requirement for market value of publicly held shares, which the Company does not
currently meet, as well as all other standards for initial listing on
the Nasdaq Capital Market, with the exception of the Minimum Bid Price
Requirement, and would need to provide written notice of its intention to cure
the bid price deficiency during the second compliance period. If the Company
does not regain compliance within the allotted compliance period(s), including
any extensions that may be granted by Nasdaq, Nasdaq will provide notice that
the Company's Common Stock will be subject to delisting. The Company would then
be entitled to appeal Nasdaq's determination to a Nasdaq Listing Qualifications
Panel and request a hearing.
The Company intends to monitor the closing bid price of the Common Stock and
consider its available options to resolve the noncompliance with the Minimum Bid
Price Requirement. There can be no assurance that the Company will be able to
regain compliance with the Nasdaq Capital Market's continued listing
requirements or that Nasdaq will grant the Company a further extension of time
to regain compliance, if applicable. The Company believes that if its Common
Stock were to be delisted from the Nasdaq Capital Market, its warrants that are
listed on the Nasdaq Capital Market under the symbol HLBZW would be concurrently
delisted from the Nasdaq Capital Market.
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