BIO-key International, Inc. Receives Notice of Non-Compliance from Nasdaq

Rhea-AI Summary

BIO-key International, Inc. received a notice of non-compliance from Nasdaq for failing to timely file its Annual Report on Form 10-K for the fiscal year ended December 31, 2023. The company has 60 days to submit a plan to regain compliance with Nasdaq's listing requirements. If accepted, an extension of up to 180 days may be granted. BIO-key plans to file the Form 10-K promptly to meet Nasdaq's requirements.

Insights

Financial Analyst

BIO-key International's notice of non-compliance from Nasdaq due to a delay in filing their annual report could raise concerns about the company's internal financial processes and controls. Investors often view such delays as red flags, potentially reflecting deeper issues within a company. The market reaction to this kind of news tends to be negative, as uncertainty about the company's financial health can lead to a decrease in investor confidence.

For retail investors, this situation is a critical reminder of the importance of regulatory compliance and timely financial reporting. The delay could suggest operational inefficiencies or more serious financial complications, which may not yet be fully disclosed. The 60-day period to submit a plan for regaining compliance and the possible 180-day extension for filing allows some breathing room, but the longer the delay, the more pronounced the impact could be on the stock's volatility and investor sentiment.

Market Research Analyst

The Identity and Access Management (IAM) sector is highly competitive and fast-growing, with Identity-Bound Biometrics being a key differentiator for companies like BIO-key International. Delays in financial reporting could impede the company's ability to raise capital and invest in research and development, potentially causing them to fall behind in the innovation race. It's important to note that while the notification from Nasdaq does not immediately affect the stock's listing or trading, the perceived risk by the market may lead to short-term selling pressure, affecting the stock's liquidity and price.

Investors should monitor the company's progress toward resolving the filing delay and assess whether this is an isolated incident or indicative of systemic issues. Given the reliance of modern businesses on effective cybersecurity measures, BIO-key's position in the market could be adversely affected if they're unable to quickly address and correct the reasons for the filing delay.

Compliance & Governance Expert

From a governance standpoint, BIO-key International's delay in filing its Form 10-K reflects a potential oversight in meeting Nasdaq's stringent listing requirements. While such an event doesn't necessarily presage poor financial performance, it does raise questions about the company's governance practices. The additional scrutiny from being non-compliant poses risks to the company's reputation among investors who prioritize governance quality in their investment decisions.

The ramifications of this delayed filing might not only be limited to market perception but could also incur subsequent regulatory scrutiny. Retail investors should be aware of these governance issues, as they could influence the company's long-term value creation and strategic positioning. The onus is on BIO-key to not only remedy the current situation but also to implement measures preventing future occurrences, reassuring stakeholders of its commitment to sound governance principles.

HOLMDEL, N.J., April 22, 2024 (GLOBE NEWSWIRE) -- BIO-key International, Inc. (Nasdaq: BKYI), an innovative provider of workforce and customer identity and access management (IAM) solutions featuring Identity-Bound Biometrics (IBB), announced today that on April 17, 2024, it received a letter (the “Notification Letter”) from The Nasdaq Stock Market, LLC (“Nasdaq”) informing the Company that it was not in compliance with Nasdaq Listing Rule 5250(c)(1), which requires listed companies to timely file all required periodic financial reports with the Securities and Exchange Commission (“SEC”). The Notification letter is due to the Company’s failure to timely file its Annual Report on Form 10-K for the fiscal year ended December 31, 2023 (the “Form 10-K”). The Notification Letter has no immediate effect on the listing or trading of the Company’s common stock on the Nasdaq Capital Market.

The Company filed a Notification of Late Filing on Form 12b-25 on April 2, 2024, indicating that the filing of the Form 10-K would be delayed because the compilation, presentation and review of certain financial and other disclosures required to be included in the Form 10-K could not be completed within the prescribed time period without unreasonable effort and expense to the Company.

The Notification Letter stated that, under Nasdaq rules, the Company has 60 calendar days to submit a plan to regain compliance with Nasdaq’s continued listing requirements. If the plan is accepted, Nasdaq may grant an extension of up to 180 calendar days from the filing’s due date, or until October 14, 2024, to regain compliance. The Company intends to file the Form 10-K with the SEC as soon as practicable and regain compliance with Nasdaq’s continued listing requirements.

About BIO-key International, Inc. (www.BIO-key.com)
BIO-key is revolutionizing authentication and cybersecurity with biometric-centric, multi-factor identity and access management (IAM) software securing access for over forty million users. BIO-key allows customers to choose the right authentication factors for diverse use cases, including phoneless, tokenless, and passwordless biometric options. Its hosted or on-premise PortalGuard IAM solution provides cost-effective, easy-to-deploy, convenient, and secure access to computers, information, applications, and high-value transactions.

BIO-key Safe Harbor Statement
All statements contained in this press release other than statements of historical facts are "forward-looking statements" as defined in the Private Securities Litigation Reform Act of 1995 (the "Act"). The words "estimate," "project," "intends," "expects," "anticipates," "believes" and similar expressions are intended to identify forward-looking statements. Such forward-looking statements are made based on management's beliefs, as well as assumptions made by, and information currently available to, management pursuant to the "safe-harbor" provisions of the Act. These statements are not guarantees of future performance or events and are subject to risks and uncertainties that may cause actual results to differ materially from those included within or implied by such forward-looking statements. These risks and uncertainties include, without limitation, our history of losses and limited revenue; our ability to raise additional capital; our ability to continue as a going concern; our ability to protect our intellectual property; changes in business conditions; changes in our sales strategy and product development plans; changes in the marketplace; continued services of our executive management team; security breaches; competition in the biometric technology industry; market acceptance of biometric products generally and our products under development; our ability to convert sales opportunities to customer contracts; our ability to expand into Asia, Africa and other foreign markets; our ability to integrate the operations and personnel of Swivel Secure into our business; fluctuations in foreign currency exchange rates; the duration and extent of continued hostilities in Ukraine and its impact on our European customers; delays in the development of products and statements of assumption underlying any of the foregoing as well as other factors set forth under the caption "Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, 2022 and other filings with the Securities and Exchange Commission. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date made. Except as required by law, we undertake no obligation to disclose any revision to these forward-looking statements whether as a result of new information, future events, or otherwise.

Engage with BIO-key:

Facebook – Corporate:	https://www.facebook.com/BIOkeyInternational/
LinkedIn – Corporate:	https://www.linkedin.com/company/bio-key-international
Twitter – Corporate:	@BIOkeyIntl
Twitter – Investors:	@BIO_keyIR
StockTwits:	BIO_keyIR

Investor Contacts:
William Jones, David Collins
Catalyst IR
BKYI@catalyst-ir.com
212-924-9800

 

FAQ

What notice did BIO-key International, Inc. receive from Nasdaq?

BIO-key International, Inc. received a notice of non-compliance from Nasdaq for failing to timely file its Annual Report on Form 10-K for the fiscal year ended December 31, 2023.

What is the Nasdaq Listing Rule 5250(c)(1) related to?

The Nasdaq Listing Rule 5250(c)(1) requires listed companies to timely file all required periodic financial reports with the Securities and Exchange Commission (SEC).

What was the reason for BIO-key International, Inc.'s delayed filing of the Form 10-K?

The delayed filing of the Form 10-K was due to the compilation, presentation, and review of certain financial and other disclosures required to be included in the Form 10-K, which could not be completed within the prescribed time period without unreasonable effort and expense to the Company.

How long does BIO-key International, Inc. have to submit a plan to regain compliance with Nasdaq?

BIO-key International, Inc. has 60 calendar days to submit a plan to regain compliance with Nasdaq's continued listing requirements.

What happens if Nasdaq accepts BIO-key International, Inc.'s plan?

If Nasdaq accepts BIO-key International, Inc.'s plan, an extension of up to 180 calendar days from the filing's due date, or until October 14, 2024, may be granted to regain compliance.

What is BIO-key International, Inc.'s plan to address the non-compliance issue?

BIO-key International, Inc. plans to file the Form 10-K with the SEC as soon as practicable to regain compliance with Nasdaq's continued listing requirements.