Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or
Standard; Transfer of Listing.
As previously disclosed, on June 3, 2021, Trident Acquisitions Corp. (the
"Company") received a notice (the "First Nasdaq Notice") from the Listing
Qualifications Department of The Nasdaq Stock Market LLC ("Nasdaq") stating that
the Company was not in compliance with Listing Rule IM-5101-2 (the "Rule"),
which requires that a special purpose acquisition company ("SPAC") complete one
or more business combinations within 36 months of the effectiveness of the
registration statement filed in connection with its initial public offering. The
Rule also provides that failure to comply with this requirement will result in
the Listing Qualifications Department issuing a Staff Delisting Determination
under Rule 5810 to delist the Company's securities from Nasdaq. In accordance
with the First Nasdaq Notice, the Company requested a hearing before an
independent Hearings Panel (the "Panel"), which had the effect of staying the
delisting process.
On June 21, 2021, the Company received a second notice from Nasdaq (the "Second
Nasdaq Notice") stating that , since the Company had not yet filed its Form 10-Q
for the period ended March 31, 2021 (the "Form 10-Q Deficiency") as required
under Listing Rule 5250(c)(1), such deficiency serves as an additional basis for
delisting the Company's securities. The Second Nasdaq Notice provided formal
notification to the Company that the Panel will consider the Form 10-Q
Deficiency at the hearing to be held in connection with the First Nasdaq Notice.
The Second Nasdaq Notice has no immediate effect on the listing of the Company's
common stock on Nasdaq. The Company's securities will continue to trade on
Nasdaq throughout the hearing process and any additional extension period that
may be granted by the Panel.
Although there can be no assurance that the hearing before the Panel will be
successful, the Company is confident that it will be granted additional time in
order to complete its previously announced business combination with Autolotto,
Inc., doing business as Lottery.com, which would result in the Company ceasing
to be a SPAC and therefore mooting out the deficiency set forth in the First
Nasdaq Notice.
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TRIDENT ACQUISITIONS 