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XChange TEC.INC Announces Receipt of Positive Decision by Nasdaq Hearings Panel and Approval of Transfer of Listing to The Nasdaq Capital Market

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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.

Positive
  • Nasdaq Hearings Panel approved the transfer to The Nasdaq Capital Market.
  • Extension granted until August 31, 2024, to meet listing requirements.
Negative
  • Company failed to meet total asset and revenue requirements for Nasdaq Global Market.
  • Company did not maintain a minimum bid price of $1 per share.
  • Initial compliance plan was denied by Nasdaq.
  • Uncertainty remains if the company can meet the new listing conditions.

Insights

XChange TEC.INC's transfer to The Nasdaq Capital Market and the extension to remain listed until August 31, 2024, mark critical developments for the company. This transition underscores the company's struggle to meet the stringent requirements of The Nasdaq Global Market. The move allows the firm additional time to address specific compliance issues, primarily the need to maintain a minimum bid price of $1.00 per share for at least ten consecutive trading sessions.

The fact that XChange TEC.INC couldn't meet the $50 million asset and revenue threshold is noteworthy. This indicates potential weaknesses in the company's financial health and operational performance. The continuous struggle to maintain a $1.00 per share bid price over an extended period further highlights the challenges the company faces in terms of market perception and investor confidence.

For investors, the approval to transfer listing provides a short-term stabilizing factor. However, the longer-term outlook remains uncertain. If the company fails to meet the Nasdaq compliance requirements by the new deadline, the risk of delisting remains, which can lead to significant negative impacts on shareholder value and liquidity.

Investors should closely monitor XChange TEC.INC's ability to meet these compliance conditions by the set deadlines. The financial stability and strategic initiatives to boost the stock price will be important in determining the company's future on the Nasdaq market.

The shift from The Nasdaq Global Market to The Nasdaq Capital Market is a significant signal to the market about XChange TEC.INC's current standing. The Nasdaq Global Market is typically home to larger companies with more substantial financial metrics, while The Nasdaq Capital Market caters to smaller, potentially growing firms. This transfer indicates a repositioning to a platform where the company's financial metrics are more aligned with listing standards.

This transition does provide XChange TEC.INC with a lifeline, allowing more time to comply with listing rules. However, it also underscores the volatility and uncertainty surrounding the company's financial health and future prospects. As a retail investor, it's essential to understand that while this move may stabilize the company's listing status temporarily, it reflects underlying challenges that need to be addressed.

The focus should be on the company's forthcoming strategies to meet the bid price requirement and other listing criteria. Whether through operational improvements, financial restructuring, or market maneuvers, the company's actions in the coming months will be critical in restoring investor confidence and achieving long-term stability.

SHANGHAI, July 11, 2024 /PRNewswire/ -- XChange TEC.INC (NASDAQ: XHG) (the "Company"), today announced that on July 3, 2024, the Company received a letter (the "Panel Decision Letter") from The Nasdaq Stock Market LLC ("Nasdaq") informing that the Nasdaq Hearings Panel (the "Panel") has determined to grant the Company's request to transfer its listing from The Nasdaq Global Market to The Nasdaq Capital Market, and further, to grant the Company an extension of time to remain listed on The Nasdaq Capital Market through August 31, 2024, subject to the condition that on or before August 14, 2024, the Company will demonstrate compliance with Nasdaq Listing Rule 5450(a)(1) by evidencing a closing bid price of $1.00 or more per share for a minimum of ten (10) consecutive trading sessions, and evidence compliance with all applicable criteria for continued listing on The Nasdaq Capital Market. On July 9, 2024, the Company received a letter from Nasdaq informing that Nasdaq has approved the Company's application to transfer its listing to The Nasdaq Capital Market.

As previously announced by the Company via a press release on February 21, 2024, the Company received a letter on February 20, 2024 from Nasdaq, notifying that the Company no longer complied with the requirement of $50 million in total assets and total revenue for the most recently completed fiscal year or two of the last three most recently completed fiscal years, as set forth in Nasdaq Listing Rule 5450(b)(3)(A) (the "A&R Standard") and did not comply with an alternative requirement of Nasdaq Listing Rule 5450(b). In accordance with Nasdaq Listing Rules, the Company had 45 calendar days, or until April 5, 2024 to submit a plan to regain compliance with the A&R Standard or an alternative requirement of Nasdaq Listing Rule 5450(b). In addition, as previously announced by the Company via a press release on April 9, 2024, the Company received another notice from Nasdaq dated April 3, 2024, stating that the Company was not in compliance with the requirement to maintain a minimum bid price of $1 per share as set forth under Nasdaq Listing Rule 5450(a)(1) for continued listing on The Nasdaq Global Market. However, Nasdaq Listing Rule 5810(c)(3)(A) also provides the Company a compliance period of 180 calendar days in which to regain compliance. If at any time during the 180-day period, or until September 30, 2024, the closing bid price of the Company's American Depositary Shares ("ADSs") is at least $1 per ADS for a minimum of ten consecutive business days, Nasdaq will provide a written confirmation of compliance and this matter will be closed.

On April 5, 2024, the Company submitted to Nasdaq a compliance plan (the "Compliance Plan"). On April 25, 2024, Nasdaq notified the Company that it determined to deny the Company's request for continued listing on The Nasdaq Global Market, and further determined that the Company did not provide a definitive plan evidencing its ability to achieve near term compliance with the continued listing requirements or sustain such compliance over an extended period of time (the "Determination"). On May 1, 2024, the Company submitted to Nasdaq a request of appeal of the Determination to the Panel pursuant to the procedures set forth in the Nasdaq Listing Rule 5800 Series, and on June 13, 2024, the Company presented its appeal before the Panel in which the Company requested a transfer of the Company's listing to The Nasdaq Capital Market. The Panel Decision Letter was issued in response to the Company's appeal and request to transfer its listing to The Nasdaq Capital Market.

There can be no assurance that the Company will be able to satisfy the condition as set forth in the Panel Decision Letter.

About XChange TEC.INC

XChange TEC.INC, through its subsidiaries and consolidated variable interest entities, operates insurance agency and insurance technology business. The insurance agency is PRC-licensed and operates nationwide in the PRC with a wide range of insurance products underwritten by major insurance companies, including industry leading and/or state-owned property and casualty insurance companies as well as certain regional property and casualty insurance companies in China. The insurance technology business is focused on operating and developing insurance technology in the PRC, including developing SaaS platform to connect consumers and underwriting support.

Forward-Looking Statements

This press release contains forward-looking statements. Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions and other statements that are other than statements of historical facts. These statements include, among others, statements regarding the Company's plans to regain compliance with Nasdaq Rules for continued listing. The Company's actual results may differ materially from those expressed in any forward-looking statements as a result of various factors and uncertainties. The reports filed by the Company with the Securities and Exchange Commission discuss these and other important factors and risks that may affect the Company's business, results of operations and financial conditions. For these reasons, among others, investors are cautioned not to place undue reliance upon any forward-looking statements in this press release. The Company undertakes no obligation to publicly revise these forward-looking statements to reflect events or circumstances that arise after the date hereof.

Cision View original content:https://www.prnewswire.com/news-releases/xchange-tecinc-announces-receipt-of-positive-decision-by-nasdaq-hearings-panel-and-approval-of-transfer-of-listing-to-the-nasdaq-capital-market-302194201.html

SOURCE XChange TEC.INC

FAQ

What is the latest update on XChange TEC's Nasdaq listing status?

XChange TEC received approval from Nasdaq to transfer its listing to The Nasdaq Capital Market and has until August 31, 2024, to meet the new listing requirements.

What conditions must XChange TEC meet for continued listing on The Nasdaq Capital Market?

XChange TEC must maintain a closing bid price of $1 per share for ten consecutive trading sessions by August 14, 2024, and comply with all applicable listing criteria by August 31, 2024.

What were the reasons for XChange TEC's transfer to The Nasdaq Capital Market?

XChange TEC failed to meet the total assets and revenue requirements, as well as the minimum bid price, leading to the transfer request to The Nasdaq Capital Market.

When is the deadline for XChange TEC to comply with Nasdaq's listing requirements?

XChange TEC has until August 31, 2024, to comply with the listing requirements on The Nasdaq Capital Market.

What happens if XChange TEC fails to meet the new Nasdaq listing conditions?

If XChange TEC fails to meet the new listing conditions by the specified deadlines, it may face delisting from The Nasdaq Capital Market.

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