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XChange TEC has received a notice from Nasdaq dated November 13, 2024, indicating non-compliance with the minimum Market Value of Listed Securities (MVLS) requirement of $35 million. The company failed to maintain this threshold for 30 consecutive business days from October 2 to November 12, 2024. XChange TEC has been granted a 180-day compliance period until May 12, 2025, to regain compliance by maintaining an MVLS above $35 million for at least 10 consecutive business days. Failure to meet this requirement could result in delisting from Nasdaq.
XChange TEC has received a Nasdaq deficiency notice on November 8, 2024, for failing to maintain the required minimum bid price of $1 per share on The Nasdaq Capital Market. Due to multiple reverse stock splits over the past two years with a cumulative ratio of 250:1 or more, the company is not eligible for the standard 180-day compliance period. To prevent immediate suspension of trading, XChange TEC plans to request a hearing before the Nasdaq Hearings Panel, which will automatically stay any suspension pending the panel's decision.
XChange TEC (NASDAQ: XHG) announced plans to modify its American Depositary Shares (ADS) ratio from 1 ADS representing 600,000 Class A ordinary shares to 1 ADS representing 12,000,000 Class A ordinary shares. This change, effective November 8, 2024, will function like a 1-for-20 reverse ADS split. ADS holders must exchange every 20 old ADSs for 1 new ADS through The Bank of New York Mellon. The stock will continue trading under 'XHG' on Nasdaq. Fractional ADSs will be sold, with net proceeds distributed to holders.
XChange TEC.INC (NASDAQ: XHG) has announced its entry into a $25.0 million Committed Equity Facility with VG Master Fund SPC on September 24, 2024. The agreement allows XChange TEC to sell up to $25.0 million of American Depositary Shares (ADSs) to VG, with each ADS representing 600,000 Class A Ordinary Shares. Key points include:
1. The timing and execution of sales are at XChange TEC's discretion.
2. The company is not obligated to sell any securities under the agreement.
3. The offering has been registered through a prospectus supplement filed with the SEC on September 24, 2024.
4. The supplement is linked to a shelf registration statement on Form F-3 (File No. 333-258187) filed on September 29, 2022 and declared effective on October 26, 2022.
XChange TEC (NASDAQ: XHG) has successfully regained compliance with Nasdaq's minimum bid price requirement, avoiding potential delisting. The company received two letters from Nasdaq on August 12 and 14, 2024, confirming its adherence to the $1 per share minimum bid price rule. This follows a previous non-compliance notice issued on April 3, 2024, which granted XHG a 180-day compliance period. The company's American Depositary Shares (ADSs) maintained a closing bid price of $1.00 or higher for 28 consecutive business days from July 5 to August 13, 2024, surpassing the required 10-day minimum. As a result, XHG will continue to be listed on the Nasdaq Global Market.
XChange TEC announced it has received approval from the Nasdaq Hearings Panel to transfer its listing from The Nasdaq Global Market to The Nasdaq Capital Market.
The company now has until August 31, 2024, to comply with the new listing requirements, including maintaining a minimum closing bid price of $1 per share for ten consecutive trading sessions by August 14, 2024.
This follows earlier notifications from Nasdaq that XChange TEC failed to meet the total assets and revenue requirements, as well as the $1 minimum bid price, leading to a request for appeal and subsequent approval for transfer.
The company had submitted a compliance plan which was initially denied, prompting the appeal to the Hearings Panel.
There remains uncertainty on whether the company will meet the new conditions for continued listing.
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