S&W Seed Company Receives Notice of Nasdaq Non-Compliance with Listing Rule 5250(c)(1)

Rhea-AI Summary

S&W Seed Company (Nasdaq: SANW) has received a notice from Nasdaq on October 17, 2024, regarding non-compliance with Listing Rule 5250(c)(1) due to failure to file its Annual Report on Form 10-K for the fiscal year ended June 30, 2024. The company has 60 days to submit a compliance plan to Nasdaq. Additionally, SANW implemented a 1-for-19 reverse stock split effective October 18, 2024, and must regain compliance with Nasdaq's $1.00 bid price requirement by November 11, 2024. The notice currently has no immediate effect on SANW's listing on the Nasdaq Capital Market.

Positive

• None.

Negative

• Failure to file Annual Report (Form 10-K) for FY2024
• Risk of potential delisting from Nasdaq
• Need for 1-for-19 reverse stock split indicates significant share price weakness
• Must meet $1.00 minimum bid requirement by November 11, 2024

Insights

Legal & Compliance Analyst

This non-compliance notice represents a significant regulatory challenge for S&W Seed Company. The failure to file the Form 10-K on time, combined with the existing bid price compliance issue, creates a complex situation that could lead to delisting. The recent 1-for-19 reverse stock split appears to be a strategic move to address the $1.00 minimum bid requirement, but the company now faces multiple compliance hurdles.

The 60-day window to submit a compliance plan is standard procedure, but the concurrent bid price deadline of November 11, 2024, adds pressure. Historical precedent shows that companies facing multiple compliance issues have a more challenging path to maintaining their listing status. Investors should monitor both the timely submission of the compliance plan and the stock's trading price post-reverse split as key indicators of the company's ability to maintain its Nasdaq listing.

LONGMONT, Colo., Oct. 23, 2024 /PRNewswire/ -- S&W Seed Company (Nasdaq: SANW) announced that, on October 17, 2024, the Company received a notice from the Listing Qualifications Staff of The Nasdaq Stock Market (Nasdaq), advising the Company that its failure to timely file its Annual Report on Form 10-K for the fiscal year ended June 30, 2024 (the Form 10-K) with the Securities and Exchange Commission (the SEC) is in contravention of Nasdaq Listing Rule 5250(c)(1) (the Filing Requirement), and could serve as an additional deficiency and basis for the delisting of the Company's securities from Nasdaq. The Company has 60 days from the date of the notice to submit a plan to regain compliance with the Filing Requirement for consideration by Nasdaq. The Company intends to timely submit a plan, including, but not limited to, a timeline in which the Form 10-K will be filed.

The Nasdaq Notice has no immediate effect on the listing of the Company's common stock on the Nasdaq Capital Market.

As announced on October 15, 2024, the Company implemented a reverse stock split of its common stock at a ratio of 1-for-19 shares effective for marketplace purposes with the open of business on Friday, October 18, 2024. The Company is subject to a separate review by Nasdaq to determine if the Company is able to regain compliance with Nasdaq's $1.00 bid price requirement by November 11, 2024.

About S&W Seed Company

Founded in 1980, S&W Seed Company is a global multi-crop, middle-market agricultural company headquartered in Longmont, Colorado. S&W's vision is to be the world's preferred proprietary seed company which supplies a range of sorghum, forage and specialty crop products that supports the growing global demand for animal proteins and healthier consumer diets. S&W is a global leader in proprietary sorghum and alfalfa seeds with significant research and development, production and distribution capabilities. Through a partnership, S&W is also focused on sustainable biofuel feedstocks primarily within camelina. For more information, please visit www.swseedco.com.

Safe Harbor Statement

This release contains "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended and such forward-looking statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. "Forward-looking statements" describe future expectations, plans, results, or strategies and are generally preceded by words such as "anticipates," "believe," "may," "future," "plan," "should" or "expects." Forward-looking statements in this release include, but are not limited to, the expected timing of the filing of the Form 10-K and the submission of a compliance plan to Nasdaq. You are cautioned that such statements are subject to a multitude of risks and uncertainties that could cause future circumstances, events, or results to differ materially from those projected in the forward-looking statements, including risks and uncertainties related to the compilation and finalization of the Company's financial statements and Annual Report. These and other risks are identified in our filings with the Securities and Exchange Commission, including, without limitation, our Annual Report on Form 10-K for the year ended June 30, 2023 and in other filings subsequently made by us with the Securities and Exchange Commission. All forward-looking statements contained in this press release speak only as of the date on which they were made and are based on management's assumptions and estimates as of such date. We do not undertake any obligation to publicly update any forward-looking statements, whether as a result of the receipt of new information, the occurrence of future events or otherwise.

Company Contact:	Investor Contact:
Mark Herrmann, Chief Executive Officer	Robert Blum
S&W Seed Company	Lytham Partners, LLC
Phone: (720) 593-3570	Phone: (602) 889-9700
www.swseedco.com	sanw@lythampartners.com
	www.lythampartners.com

 

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SOURCE S&W Seed Company

FAQ

Why did S&W Seed Company (SANW) receive a Nasdaq non-compliance notice?

SANW received a Nasdaq non-compliance notice on October 17, 2024, for failing to timely file its Annual Report on Form 10-K for the fiscal year ended June 30, 2024.

What is the deadline for SANW to submit a compliance plan to Nasdaq?

SANW has 60 days from October 17, 2024, to submit a plan to regain compliance with Nasdaq's filing requirements.

What reverse stock split ratio did SANW implement on October 18, 2024?

SANW implemented a 1-for-19 reverse stock split effective October 18, 2024.

When must SANW comply with Nasdaq's $1.00 bid price requirement?

SANW must regain compliance with Nasdaq's $1.00 bid price requirement by November 11, 2024.