Trinity Biotech Receives Non-Compliance Notice Regarding Nasdaq Global Select Requirement for Minimum Market Value of Publicly Held Shares and Nasdaq Minimum Bid Price Requirement

Rhea-AI Summary

Trinity Biotech (TRIB) has received two non-compliance notices from Nasdaq regarding listing requirements. The first notice concerns the company's failure to maintain a minimum bid price of $1.00 per share for its American depositary shares (ADSs). The second notice relates to not meeting the minimum market value of publicly held shares (MVPHS) requirement of $15,000,000.

The company has until September 10, 2025 to regain compliance with both requirements. For the bid price requirement, TRIB must maintain a closing bid price above $1.00 for at least 10 consecutive business days. For the MVPHS requirement, the company must exceed $15,000,000 for a minimum of 10 consecutive business days.

If Trinity fails to meet these requirements, it may be eligible for additional grace periods or could seek transfer to the Nasdaq Capital Market. The notices do not immediately affect TRIB's listing status, and shares continue trading on the Nasdaq Global Select Market.

Positive

• 180-day grace period granted to achieve compliance
• Possibility for additional 180-day extension
• Option to transfer to Nasdaq Capital Market if needed
• Business operations not affected by compliance notices

Negative

• Stock price fallen below $1.00 minimum requirement
• Market value of publicly held shares below $15M requirement
• Risk of potential Nasdaq delisting if compliance not achieved
• Company facing multiple listing requirement violations simultaneously

Insights

Financial Analyst

Trinity Biotech's receipt of dual non-compliance notices from Nasdaq represents a significant challenge that threatens the company's status on a major exchange. The company has failed to maintain both the $1.00 minimum bid price requirement and the $15 million minimum market value of publicly held shares (MVPHS) requirement for continued listing on the Nasdaq Global Select Market.

This development is particularly concerning given Trinity's current market capitalization of approximately $18.7 million with shares trading at about $0.685. The proximity between the total market cap and the required MVPHS threshold suggests a relatively concentrated ownership structure with public float.

While the company has been granted the standard 180-day grace period until September 10, 2025, to regain compliance, achieving the required metrics presents a substantial hurdle. For perspective, reaching the minimum bid price would require a 46% increase from current levels, sustained for at least ten consecutive business days.

The potential consequences of failing to regain compliance extend beyond simple exchange classification. A transfer to the Nasdaq Capital Market or eventual delisting would likely result in reduced trading liquidity, diminished institutional investor interest due to investment mandate restrictions, analyst coverage, and potentially restricted access to capital markets - all critical factors for a commercial-stage biotechnology company.

Although management has stated that business operations remain unaffected by these notices, the capital markets challenges cannot be overstated. The company's statement that they are "evaluating various options" to regain compliance likely signals consideration of corporate actions such as a reverse stock split, though this approach often fails to address underlying valuation concerns.

Regulatory Compliance Expert

The dual Nasdaq non-compliance notices issued to Trinity Biotech follow standard regulatory procedures but carry serious implications. The company faces a precisely defined regulatory timeline with multiple decision points that investors should thoroughly understand.

The first compliance path involves meeting the minimum bid requirement of $1.00 for at least ten consecutive business days before September 10, 2025. The second requires achieving a market value of publicly held shares exceeding $15 million for the same duration within the same timeframe.

Should Trinity fail on the minimum bid requirement but meet other criteria including sufficient MVPHS, it could qualify for an additional 180-day extension. However, failing to address the MVPHS requirement presents fewer remediation options beyond transferring to the Nasdaq Capital Market, which itself requires meeting that market's continued listing standards.

The compliance options available to Trinity are in scope. While a reverse stock split could mathematically resolve the bid price issue, it would not directly address the MVPHS concerns, which reflect market valuation of the public float. The company would need to either increase its overall valuation significantly or change its ownership structure to expand the publicly held share base.

The failure to maintain these compliance requirements triggers specific procedural safeguards, including the right to appeal any delisting determination to a Nasdaq hearings panel. However, historical precedent shows such appeals rarely succeed without concrete, near-term compliance plans.

Critically, companies in Trinity's position often face a negative feedback loop where compliance concerns accelerate selling pressure, further complicating remediation efforts and potentially forcing more dramatic corporate actions to maintain listing status.

DUBLIN, March 14, 2025 (GLOBE NEWSWIRE) -- Trinity Biotech plc (Nasdaq: TRIB), a commercial-stage biotechnology company focused on human diagnostics and diabetes management solutions, including wearable biosensors, received notice today from the Nasdaq Stock Market LLC (“Nasdaq”) that the Company is not in compliance with Nasdaq Listing Rule 5450(a)(1), requiring that listed securities maintain a minimum bid price of US $1.00 per share, based on the closing bid price of the Company’s American depositary shares (“ADSs”) for the last 30 consecutive business days. The Company also received notice today that the Company no longer meets the requirement in Nasdaq Listing Rule 5450(b) that listed securities maintain a minimum market value of publicly held shares (“MVPHS”) of US $15,000,000, based on Nasdaq’s review of the Company’s MVPHS for the last 30 consecutive business days.

These notices have no immediate effect on the listing of the Company’s ADSs, which will continue to trade at this time on the Nasdaq Global Select Market under the symbol “TRIB.”

In accordance with Nasdaq Listing Rule 5810(c)(3)(A), Trinity has a period of 180 calendar days, or until September 10, 2025 to regain compliance with the minimum bid price requirement. To regain compliance, the closing bid price of the Company’s ADSs must meet or exceed US $1.00 for at least ten consecutive business days during this 180-calendar day period. In the event Trinity does not regain compliance, the Company may be eligible for an additional 180 calendar day grace period if it meets the continued listing requirement for MVPHS (US $15,000,000) and all other initial listing standards for The Nasdaq Capital Market, with the exception of the bid price and provides written notice to Nasdaq of its intention to cure the deficiency during the second compliance period.

In accordance with Nasdaq Listing Rule 5810(c)(3)(D), the Company has a period of 180 calendar days, or until September 10, 2025, to regain compliance with the MVPHS requirement. To regain compliance, the Company’s MVPHS must exceed US $15,000,000 for a minimum of 10 consecutive business days. In the event that the deficiency continues for 180 days, the Company may seek to apply for a transfer to The Nasdaq Capital Market exchange if it meets the requirements for continued listing thereon. If the Company does not regain compliance with the minimum MVPHS requirement by September 10, 2025 or transfer to The Nasdaq Capital Market, Nasdaq will provide written notification to the Company that its ADSs are subject to delisting. At that time, the Company may appeal the relevant delisting determination to a hearings panel pursuant to the procedures set forth in the applicable Nasdaq Listing Rules. However, there can be no assurance that if the Company does appeal the delisting determination by Nasdaq to the hearings panel, that such appeal would be successful.

Trinity’s management intends to actively monitor the bid price and MVPHS for its ADSs and intends to cure the deficiency within the prescribed grace period. During this time, the Company expects that the ADSs of the Company will continue to be listed and trade on the Nasdaq Global Market. The Company’s management is evaluating various options available to regain compliance and maintain its continued listing.

The Company’s business operations are not affected by these notices.

Forward-Looking Statements
This release includes statements that constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 (the “Reform Act”), including but not limited to statements related to Trinity Biotech’s cash position, financial resources and potential for future growth, market acceptance and penetration of new or planned product offerings, and future recurring revenues and results of operations. Trinity Biotech claims the protection of the safe harbor for forward-looking statements contained in the Reform Act. These forward-looking statements are often characterized by the terms “may,” “believes,” “projects,” “expects,” “anticipates,” or words of similar import, and do not reflect historical facts. Specific forward-looking statements contained in this release may be affected by risks and uncertainties, including, but not limited to, our ability to capitalize on the Waveform transaction and of our recent acquisitions, our continued listing on the Nasdaq Stock Market, our ability to achieve profitable operations in the future, the impact of the spread of COVID-19 and its variants, the possible impact of changes in U.S. Government funding for HIV tests produced by Trinity Biotech, potential excess inventory levels and inventory imbalances at the Company’s distributors, losses or system failures with respect to Trinity Biotech’s facilities or manufacturing operations, the effect of exchange rate fluctuations on international operations, fluctuations in quarterly operating results, dependence on suppliers, the market acceptance of Trinity Biotech’s products and services, the continuing development of its products, required government approvals, risks associated with manufacturing and distributing its products on a commercial scale free of defects, risks related to the introduction of new instruments manufactured by third parties, risks associated with competing in the human diagnostic market, risks related to the protection of Trinity Biotech’s intellectual property or claims of infringement of intellectual property asserted by third parties and risks related to condition of the United States economy and other risks detailed under “Risk Factors” in Trinity Biotech’s annual report on Form 20-F for the fiscal year ended December 31, 2023 and Trinity Biotech’s other periodic reports filed from time to time with the United States Securities and Exchange Commission. Forward-looking statements speak only as of the date the statements were made. Trinity Biotech does not undertake and specifically disclaims any obligation to update any forward-looking statements.

About Trinity Biotech
Trinity Biotech is a commercial stage biotechnology company focused on diabetes management solutions and human diagnostics, including wearable biosensors. The Company develops, acquires, manufactures and markets diagnostic systems, including both reagents and instrumentation, for the point-of-care and clinical laboratory segments of the diagnostic market and has recently entered the wearable biosensor industry, with the acquisition of the biosensor assets of Waveform Technologies Inc. and intends to develop a range of biosensor devices and related services, starting with a continuous glucose monitoring product. Our products are used to detect infectious diseases and to quantify the level of Haemoglobin A1c and other chemistry parameters in serum, plasma and whole blood. Trinity Biotech sells direct in the United States and through a network of international distributors and strategic partners in over 75 countries worldwide. For further information, please see the Company’s website: www.trinitybiotech.com.

Contact:	Trinity Biotech plc	LifeSci Partners, LLC
	Louise Tallon	Eric Ribner
	(353)-1-2769800	(1)-646-751-4363
		investorrelations@trinitybiotech.com
		RedChip Companies Inc.
		Dave Gentry, CEO
		(1)-407-644-4256
		TRIB@redchip.com

FAQ

What are the specific requirements Trinity Biotech (TRIB) must meet to maintain Nasdaq listing?

TRIB must maintain a minimum bid price of $1.00 per share and a minimum market value of publicly held shares (MVPHS) of $15,000,000.

What is the deadline for Trinity Biotech (TRIB) to regain Nasdaq compliance?

Trinity Biotech has until September 10, 2025 to regain compliance with both the minimum bid price and MVPHS requirements.

What happens if Trinity Biotech (TRIB) fails to meet Nasdaq requirements by the deadline?

TRIB may be eligible for an additional 180-day grace period or could transfer to Nasdaq Capital Market. If unsuccessful, the company faces potential delisting.

How can Trinity Biotech (TRIB) regain Nasdaq compliance?

TRIB must maintain a closing bid price above $1.00 and MVPHS above $15,000,000, each for at least 10 consecutive business days.