Rubicon Receives Notice of Non-Compliance with NYSE Trading Share Price and Market Capitalization Listing Rules

Rhea-AI Summary

Rubicon Technologies, Inc. (NYSE: RBT) received a notice from the NYSE for non-compliance with market cap and share price requirements. The company has a market cap and stock price lower than specified thresholds. Rubicon has a 6-month Share Price Cure Period to meet the $1.00 stock price requirement and an 18-month Market Cap Cure Period to address the global market capitalization deficiency.

Insights

Financial Analyst

The situation with Rubicon Technologies indicates a significant concern for investors and stakeholders, as the company's failure to meet the NYSE's market capitalization and share price requirements could signal underlying financial or operational weaknesses. The Market Cap Deficiency points to a valuation issue, which can be an indicator of reduced investor confidence or a reaction to competitive pressures, management decisions, or industry downturns.

From a financial perspective, the company's plan to regain compliance will be critical to observe. The submission of a business plan within 45 days to address the Market Cap Deficiency will be a key document for assessing the company's strategic direction and operational adjustments. If the NYSE accepts the plan, it implies a level of confidence in the company's potential to recover, which could stabilize or even improve investor sentiment.

However, if the company fails to regain compliance within the 18-month Market Cap Cure Period, the risk of delisting grows, which could lead to further erosion of stock value and investor trust. Moreover, the Share Price Deficiency and the six-month cure period to address it add another layer of urgency for the company to act. A share price below $1.00 is often viewed unfavorably by the market and can trigger sell-offs.

Market Research Analyst

Understanding the broader market context is essential when analyzing Rubicon Technologies' current compliance issue with the NYSE. The company operates in the waste and recycling sector, which is increasingly influenced by environmental policies and technological advancements. The market's response to Rubicon's notice from the NYSE will depend on the perceived effectiveness of their recovery plan and their ability to adapt to market demands.

Investors will be closely monitoring Rubicon's strategic moves, such as potential cost-cutting measures, investment in technology, partnerships, or market expansion plans, to assess their viability. Market sentiment can shift quickly and the company's ability to communicate a clear and actionable plan to the public is important for maintaining stakeholder trust.

Moreover, the industry's competitive landscape will play a role in the company's recovery. If competitors are gaining market share or innovating at a faster pace, Rubicon will need to demonstrate a competitive edge or unique value proposition to regain investor confidence and market capitalization.

Corporate Governance Expert

Corporate governance plays a pivotal role in how a company addresses compliance issues and communicates with its shareholders. Rubicon Technologies' management must act transparently and decisively to restore confidence. The governance structure will be scrutinized for its effectiveness in crisis management and its ability to implement the necessary changes to meet the NYSE's standards.

Shareholder engagement is also a critical factor. The company's intention to consider available alternatives to cure the stock price non-compliance, potentially during the annual meeting of stockholders, suggests that shareholder voting may play a role in the company's strategy. This could involve measures such as reverse stock splits or other corporate actions that require shareholder approval.

Effective governance will be essential not only for navigating the current deficiencies but also for setting a precedent for how the company anticipates and responds to future challenges. The company's approach to addressing the Market Cap and Share Price Deficiencies will be indicative of the management's capability to steer the company back to a stable trajectory.

NEW YORK--(BUSINESS WIRE)-- Rubicon Technologies, Inc. (“Rubicon” or the “Company”) (NYSE: RBT), a leading provider of technology solutions for waste, recycling, and fleet operations, today announced that on March 18, 2024 it received a notice (the “Notice”) from the New York Stock Exchange (the “NYSE”) informing the Company that it is no longer in compliance with Sections 802.01B and 802.01C of the NYSE Listed Company Manual. The Company was notified by the NYSE that it was not in compliance with Section 802.01B (the “Market Cap Deficiency”) because it had an average global market capitalization, over a consecutive 30 trading-day period, that is less than $50,000,000 and, at the same time, its stockholders’ equity is less than $50,000,000. The Company was concurrently notified by the NYSE that it was also not in compliance with Section 802.01C (the “Share Price Deficiency”, together with the Market Cap Deficiency, the “Deficiencies”) because the average closing price of the Company’s Class A common stock was less than $1.00 over a consecutive 30 trading-day period. The Notice does not result in the immediate delisting of the Company’s Class A common stock from the NYSE. The Company plans to notify the NYSE by no later than April 1, 2024 (ten business days after receipt of the Notice) that it intends to cure the Deficiencies and return to compliance with the NYSE continued listing standard.

Share Price Deficiency

The NYSE provides a period of six months (the “Share Price Cure Period”) following receipt of the Notice to regain compliance with the minimum stock price requirement for continued listing on the NYSE. Rubicon can regain compliance at any time during the Share Price Cure Period if, on the last trading day of any calendar month during the Share Price Cure Period, Rubicon has: (i) a closing stock price of at least $1.00 and (ii) an average closing stock price of at least $1.00 over the 30-day trading period ending on the last trading day of that month.

The Company intends to consider available alternatives no later than at the Company's annual meeting of stockholders, if necessary, to cure the stock price non-compliance. Under the NYSE’s rules, if the Company determines that it will cure the Share Price Deficiency by taking an action that will require stockholder approval at its next annual meeting of stockholders, the price condition will be deemed cured if the price promptly exceeds $1.00 per share, and the price remains above that level for at least the following 30 trading days.

Market Cap Deficiency

In accordance with applicable NYSE procedures, the Company has 45 days from receipt of the Notice to submit a business plan advising the NYSE of the definitive action(s) the Company has taken, or is taking, that would bring it into compliance with continued listing standards within 18 months of receipt of the Notice (the “Market Cap Cure Period,” together with the Share Price Cure Period, the “Cure Periods”). The NYSE will review the plan and, within 45 days of its receipt, determine whether the Company has made a reasonable demonstration of an ability to conform to the relevant standards in the 18-month period. If the NYSE accepts the plan, the Company's Class A common stock will continue to be listed and traded on the NYSE during the 18-month period, subject to the Company's compliance with the other continued listing standards of the NYSE and continued periodic review by the NYSE of the Company's progress with respect to its plan. Rubicon is currently evaluating its available options and developing a plan to regain compliance with the minimum global market capitalization requirement.

The Company’s Class A common stock will continue to be listed and trade on the NYSE during the Cure Periods, subject to the Company’s compliance with other NYSE continued listing standards.

About Rubicon

Rubicon builds AI-enabled technology products and provides expert sustainability solutions to waste generators, fleet operators, and material processors to help them understand, manage, and reduce waste. As a mission-driven company, Rubicon helps its customers improve operational efficiency, unlock economic value, and deliver better environmental outcomes. To learn more, visit rubicon.com.

View source version on businesswire.com: https://www.businesswire.com/news/home/20240322353823/en/

Investor Contact:

Alexandra Clark

Director of Finance & Investor Relations

alexandra.clark@rubicon.com

Media Contact:

Benjamin Spall

Sr. Manager, Corporate Communications

benjamin.spall@rubicon.com

Source: Rubicon Technologies, Inc.

FAQ

What notice did Rubicon Technologies, Inc. receive from the NYSE?

Rubicon received a notice from the NYSE informing them of non-compliance with Sections 802.01B and 802.01C of the NYSE Listed Company Manual.

What are the specific deficiencies mentioned in the notice?

The deficiencies mentioned in the notice are the Market Cap Deficiency and the Share Price Deficiency.

What is the Share Price Cure Period for Rubicon Technologies, Inc.?

Rubicon has a 6-month Share Price Cure Period to regain compliance with the minimum stock price requirement of $1.00 for continued listing on the NYSE.

How long does Rubicon have to submit a business plan for the Market Cap Deficiency?

Rubicon has 45 days from receipt of the Notice to submit a business plan to address the Market Cap Deficiency.

Will Rubicon's Class A common stock be delisted immediately?

The Notice does not result in the immediate delisting of Rubicon's Class A common stock from the NYSE.