Anuncio • Aug 16
Spectaire Holdings Inc. announced delayed 10-Q filing On 08/15/2024, Spectaire Holdings Inc. announced that they will be unable to file their next 10-Q by the deadline required by the SEC. Anuncio • Aug 09
Spectaire Holdings Inc.(OTCPK:SPEC) dropped from S&P TMI Index Spectaire Holdings Inc.(OTCPK:SPEC) dropped from S&P TMI Index Anuncio • Aug 08
Nasdaq Determines to Delist Spectaire Holdings Common Stock On August 5, 2024, Spectaire Holdings Inc. received a letter from the NASDAQ Stock Exchange (NASDAQ") Hearings Panel that, following the Company's hearing before the Panel on July 23, 2024, NASDAQ has determined to delist the Company's common stock and that trading in the Company's securities will be suspended from NASDAQ at the open of trading on August 7, 2024. It is anticipated that the Company's common stock will be subject to quotation and trading on the over-the-counter market (the OTC") as of August 7, 2024 under the Company's existing trading symbol SPEC". Anuncio • Aug 07
Spectaire Holdings Inc.(OTCPK:SPEC) dropped from NASDAQ Composite Index Perception Capital Corp. II has been dropped from NASDAQ Composite Index. Anuncio • Aug 06
Spectaire Holdings Inc. Completes First Ever Carbon Credit Transaction Sourced from Measured1 Diesel Engine Emissions and Takes Carbon Credit Trading Platform Airecorex Live Spectaire Holdings Inc. announced the launch of its innovative carbon credit trading platform, www.AireCoreX.com, and the completion of the first-ever carbon credit transaction sourced directly from measured diesel engine emissions using the Company’s AireCore technology. This significant milestone positions Spectaire at the forefront of sustainable technology, leveraging its AireCore system to provide unparalleled transparency and accuracy in carbon credit measurement. The Company believes that this transaction is a pivotal moment in e-commerce history, as Semkiw states, “The completion of the first measured emissions-generated carbon credit on AireCoreX is comparable to Amazon selling its first book. It's a historic step towards transforming the carbon credit market.” AireCoreX offers a comprehensive and user-friendly experience for participants in the carbon credit market. The platform provides a seamless online portal for the purchase of existing carbon credits and the pre-purchase of credits to be generated. Users can customize their credits based on geography and industry, tailoring their carbon offset strategies to meet specific needs. Each transaction is backed by detailed block chain certification and comprehensive data, ensuring full transparency and auditability. The rise of carbon credits as a critical component in corporate net-zero strategies has been significant. In 2023, the global market expanded by 58%, reflecting the increasing demand for verifiable and impactful climate actions. Over 70% of Fortune 500 companies have integrated carbon credits into their sustainability initiatives, underscoring their importance in meeting emission reduction goals. Current market challenges, such as the reliance on projections for future reductions and the lack of auditability, often undermine the credibility of carbon credits. AireCoreX addresses these issues by utilizing direct field measurements for CO2e gases, ensuring the accuracy and reliability of each credit. This approach provides a robust solution to the inconsistencies and inaccuracies prevalent in traditional methods. Anuncio • Jul 10
Spectaire Holdings Inc. Announces the Upcoming Release of AireCore 2.0 Spectaire Holdings Inc. announced the upcoming release of AireCore 2.0, the next generation in micro mass spectrometry. Scheduled for shipment in First Quarter 2025, AireCore 2.0 will feature Double Focusing Mass Spectrometry (DFMS), a significant advancement over the previous Single Focusing Mass Spectrometry ("SFMS") technology, positioning the Company for new revenue streams and substantial market opportunities. Key Enhancements with DFMS: Enhanced Resolution and Accuracy: DFMS technology allows for greater separation of ions with similar mass-to-charge ratios, providing higher resolution and more accurate mass determinations. Broader Analytical Range: DFMS expands the range of detectable molecules, including those with higher masses and more complex structures. These advancements will enable the identification of a wider array of substances, including complex organic and biological molecules. As a result, Aire Core 2.0 will open new markets for Spectaire, including pharmaceuticals, environmental analysis, agricultural monitoring, and advanced materials research, while continuing to enhance capabilities in the Company's core industries such as logistics and energy. The enhanced capabilities of AireCore 2.0 significantly strengthen Spectaire’s ability to capitalize on this growth. The increased resolution and sensitivity will attract more customers seeking precise, reliable, and cost-effective solutions, ultimately driving significant revenue growth for Spectaire. Spectaire is poised to revolutionize the field of micro mass spectrometry with AireCore 2.0, setting a new standard for accuracy and accessibility. Anuncio • Jul 09
Spectaire Holdings Inc Appoints Jim Lambis to Its Board of Directors Spectaire Holdings Inc. announced the appointment of Jim Lambis to the Company’s board of directors. Lambis currently serves as VP Buildings and Systems Engineering at UPS International. Lambis brings a wealth of experience in emissions management, logistics, strategic planning, and systems engineering, making him a valuable addition to the Spectaire board. Anuncio • Jun 24
Spectaire Holdings Receives Notice from the NASDAQ Stock Exchange Due to Not Regains Compliance with NASDAQ's Continued Listing Standards On June 18, 2024, Spectaire Holdings Inc. (the ‘Company’) received notice from the NASDAQ Stock Exchange (‘NASDAQ’) that the Company has not regained compliance with NASDAQ’s continued listing standards. On December 15, 2023, NASDAQ notified the Company that the market value of its publicly held shares had been below the minimum $15,000,000 required for continued listing on The Nasdaq Global Market as set forth in Listing Rule 5450(b)(2)(C) (the ‘Rule’) for the previous 30 consecutive days. In accordance with Listing Rule 5810(c)(3)(D), the Company was provided 180 calendar days, or until June 12, 2024 (the ‘Compliance Date’), to regain compliance with the Rule. The Company has not regained compliance with the Rule and is not eligible for a second 180-day period to regain compliance with the Rule. Accordingly, on June 18, 2024, NASDAQ notified the Company that the Company’s securities will be delisted from The Nasdaq Global Market unless the Company requests an appeal of the determination as described in further detail below. On June 13, 2024, the Company requested an appeal (the ‘Appeal’) through a hearing before the Nasdaq Hearings Panel (the ‘Panel’), which stayed the suspension and delisting action pending the Panel’s decision. The Panel will convene to consider the Company’s appeal on July 23, 2024. If the Company’s common stock ultimately were to be delisted for any reason, it could negatively impact the Company by: (i) reducing the liquidity and market price of the Company’s common stock; (ii) reducing the number of investors willing to hold or acquire the Company’s common stock, which could negatively impact the Company’s ability to raise equity financing; (iii) limiting the Company’s ability to use a registration statement to offer and sell freely tradable securities, thereby preventing the Company from accessing the public capital markets; and (iv) impairing the Company’s ability to provide equity incentives to its employees There can be no assurance that the Company’s Appeal will be successful. If the Company’s common stock ceases to be listed for trading on The Nasdaq Capital Market, the Company expects that its common stock would be traded on the Over-the-Counter Bulletin Board on or about the same day. Anuncio • Jun 15
Spectaire Holdings Provides Non-Compliance Update On June 7, 2024, Spectaire Holdings Inc. received notice from the NASDAQ Stock Exchange that the Company has not regained compliance with NASDAQ's continued listing standards. On December 5, 2023, NASDAQ notified the Company that the market value of its listed securities had been below the minimum $50,000,000 required for continued listing on The Nasdaq Global Market as set in Listing Rule 5450(b)(2)(A) for the previous 30 consecutive days. In accordance with Listing Rule 5810(c)(3)(A), the Company was provided 180 calendar days, or until June 3, 2024, to regain compliance with the Rule. The Company has not regained compliance with the Rule and is not eligible for a second 180-day period to regain compliance with the Rule. Accordingly, on June 7, 2024, NASDAQ notified the Company that the Company's securities will be delisted from The Nasdaq Global Market unless the Company requests an appeal of the determination as described in further detail below. Absent an appeal, the Company's securities will be suspended at the opening of business on June 18, 2024, and a Form 25-NSE will be filed with the Securities and Exchange Commission (the SEC"), which will remove the Company's securities from listing and registration on The NASDAQ Stock Market. In accordance with NASDAQ procedures, the Company plans to appeal the determination. A hearing request will stay the suspension of the Company's securities and the filing of the Form 25-NSE pending the Panel's decision. If the Company's common stock ultimately were to be delisted for any reason, it could negatively impact the Company by: (i) reducing the liquidity and market price of the Company's common stock; (ii) reducing the number of investors willing to hold or acquire the Company's common stock, which could negatively impact the Company's ability to raise equity financing; (iii) limiting the Company's ability to use a registration statement to offer and sell freely tradable securities, thereby preventing the Company from accessing the public capital markets; and (iv) impairing the Company's ability to provide equity incentives to its employees. There can be no assurance that the Company's appeal of the determination would be successful. If the Company's common stock ceases to be listed for trading on The Nasdaq Capital Market, the Company expects that its common stock would be traded on the Over-the-Counter Bulletin Board on or about the same day. Anuncio • May 09
Spectaire Holdings Receives Notice from Nasdaq Regarding Non-Compliance with the Minimum Bid Price Requirement for Continued Listing on the Nasdaq Global Market Under Nasdaq Listing Rule 5450(a)(1) On May 6, 2024, Spectaire Holdings Inc. (the ‘Company’) received a letter (the ‘Letter’) from the Listing Qualifications Department of The Nasdaq Stock Market LLC (‘Nasdaq’) notifying the Company that, for the last 30 consecutive business days prior to the date of the Letter, the Company’s bid price was below the $1.00 per share minimum requirement for continued listing on the Nasdaq Global Market under Nasdaq Listing Rule 5450(a)(1) (the ‘Bid Price Rule’). The Letter is only a notification of deficiency, not of imminent delisting, and has no current effect on the listing or trading of the Company’s securities. In accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Company will have 180 calendar days, or until November 4, 2024 (the ‘Compliance Date’), to regain compliance with the Bid Price Rule. To regain compliance with the Bid Price Rule, the Company’s bid price must equal or exceed $1.00 per share for a minimum of 10 consecutive business days at any time prior to the Compliance Date. If the Company regains compliance with the Bid Price Rule, Nasdaq will provide the Company with written confirmation and will close the matter. In the event that the Company does not regain compliance with the Bid Price Rule by the Compliance Date, it will receive written notification that its securities are subject to delisting. At that time, the Company may appeal the delisting determination to a Hearings Panel. The Letter notes that the Company may be eligible to transfer the listing of its securities to the Nasdaq Capital Market (provided that it then satisfies the requirements for continued listing on that market). The Company is monitoring its bid price and will consider its available options to regain compliance with the Bid Price Rule; however, there can be no assurance that the Company will be able to regain compliance with the Bid Price Rule. The Letter is unrelated to the previously disclosed letter received by the Company from Nasdaq on December 5, 2023 regarding the Company’s noncompliance with the Market Value of Listed Securities requirement for continued listing on The Nasdaq Global Market under Nasdaq Listing Rule 5450(b)(2)(A). The Letter is also unrelated to the previously disclosed letter received by the Company from Nasdaq on December 15, 2023 regarding the Company’s noncompliance with the Market Value of Publicly Held Shares requirement for continued listing on the Nasdaq Global Market under Nasdaq Listing Rule 5810(c)(3)(D). New Risk • Apr 23
New major risk - Market cap size The company's market capitalization is less than US$10m. Market cap: US$9.12m This is considered a major risk. Companies with a small market capitalization are most likely businesses that have not yet released a product to market or are simply a very small company without a wide reach. Either way, risk is elevated with these companies because there is a chance the product may not come to fruition or the company's addressable market or demand may not be as large as expected. In addition, if the company's size is the main factor, it is less likely to have many investors and analysts following it and scrutinizing its performance and outlook. Currently, the following risks have been identified for the company: Major Risks Debt is not well covered by operating cash flow (currently running at an operating cash loss). Negative equity (-US$27m). Revenue is less than US$1m. Market cap is less than US$10m (US$9.12m market cap). Minor Risks Share price has been volatile over the past 3 months (15% average weekly change). Large one-off items impacting financial results. New Risk • Apr 01
New major risk - Financial position The company's debt is not well covered by operating cash flow. Currently running at an operating cash loss. This is considered a major risk. If the company's operating cash flows are too small relative to the size of their debt, it increases their balance sheet risk. The company has less cash from operations to cover its expenses from servicing large debt and it increases the risk of liquidity issues. It also extends the time it would take for the company to pay back the debt in full, meaning it may not be able to easily pay it all off in a distress scenario. Currently, the following risks have been identified for the company: Major Risks Debt is not well covered by operating cash flow (currently running at an operating cash loss). Share price has been highly volatile over the past 3 months (19% average weekly change). Negative equity (-US$27m). Revenue is less than US$1m. Minor Risks Large one-off items impacting financial results. Market cap is less than US$100m (US$12.0m market cap). Anuncio • Feb 22
Spectaire Holdings Inc. Announces New Demand by Canadian Trucking Fleets for Deployment of AireCore Technology in Response to Escalating Carbon taxes Spectaire Holdings Inc. announced the successful installation of its revolutionary AireCore technology within several leading Canadian trucking fleets. This initiative is poised to provide a sustainable solution that aligns with the national agenda for reduced carbon emissions, while also developing a path to mitigating the economic impact of tax legislation on the trucking industry. In April of this year, Canadian truckers saw a significant increase in carbon pricing - a 30% increase to $65 a tonne - translating to an increase of about 17 cents of carbon tax payment per litre of diesel fuel. The adoption of AireCore by multiple Canadian trucking fleets represents a proactive approach to facilitate industry-wide emissions reductions, in alignment with increased federal and provincial carbon taxes across Canada. This deployment underscores Spectaire's commitment to delivering innovative solutions that address both environmental and economic challenges facing the trucking sector. Anuncio • Jan 10
Spectaire Holdings Inc. Announces Resignation of James Sheridan from Board of Director On January 3, 2024, James Sheridan gave notice of his resignation from the Board of Directors (the Board") ofSpectaire Holdings Inc. (the Company"), effective immediately. Mr. Sheridan's decision to resign was not theresult of any disagreement with the Company on any matter related to the Company's operations, policies orpractices, or the Company's management or Board. Board Change • Dec 31
High number of new and inexperienced directors There are 7 new directors who have joined the board in the last 3 years. The company's board is composed of: 7 new directors. No experienced directors. No highly experienced directors. Chief Technology Officer & Director Brian Hemond is the most experienced director on the board, commencing their role in 2023. The following issues are considered to be risks according to the Simply Wall St Risk Model: Lack of board continuity. Lack of experienced directors. Anuncio • Dec 20
Spectaire Holdings Receives Non-Compliance Notice From Nasdaq On December 15, 2023, Spectaire Holdings Inc. (the “Company”) received a letter (the “Letter”) from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that, for the last 30 consecutive business days prior to the date of the Letter, the Company’s Market Value of Publicly Held Shares (“MVPHS”) was below the $15 million minimum requirement for continued listing on the Nasdaq Global Market under Nasdaq Listing Rule 5450(b)(2)(C) (the “MVPHS Rule”). The Letter is only a notification of deficiency, not of imminent delisting, and has no current effect on the listing or trading of the Company’s securities. In accordance with Nasdaq Listing Rule 5810(c)(3)(D), the Company will have 180 calendar days, or until June 12, 2024 (the “Compliance Date”), to regain compliance with the MVPHS Rule. To regain compliance with the MVPHS Rule, the Company’s MVPHS must equal or exceed $15 million for a minimum of 10 consecutive business days at any time prior to the Compliance Date. If the Company regains compliance with the MVPHS, Nasdaq will provide the Company with written confirmation and will close the matter. In the event that the Company does not regain compliance with the MVPHS Rule by the Compliance Date, it will receive written notification that its securities are subject to delisting. At that time, the Company may appeal the delisting determination to a Hearings Panel. The Letter notes that the Company may be eligible to transfer the listing of its securities to the Nasdaq Capital Market (provided that it then satisfies the requirements for continued listing on that market). The Company is monitoring its MVPHS and will consider its available options to regain compliance with the MVPHS Rule; however, there can be no assurance that the Company will be able to regain compliance with the MVPHS Rule. The Letter is unrelated to the previously disclosed letter received by the Company from Nasdaq on December 5, 2023 regarding the Company’s noncompliance with the Market Value of Listed Securities requirement for continued listing on The Nasdaq Global Market under Nasdaq Listing Rule 5450(b)(2)(A). Anuncio • Dec 19
Spectaire Holdings Inc. Launches AireCore into the Oil and Gas Sector Spectaire Holdings Inc. has completed the innovation in its mass spectrometer series to open up the Oil and Gas industry to the AireCore product suite. The oil and gas industry has unique challenges in the upstream, midstream, and downstream operations that can now be solved with the aid of portable mass spectrometry uniquely available through AireCore™?. Spectaire's foray into the oil and gas market represents a strategic new market expansion, demonstrating the adaptability and relevance of its technology across various sectors. This move, underscored by the successful installation of the first units, highlights the company's dedication to broadening its impact and reach. Energy companies like Shell have announced 50% emission reductions by 2030 compared to 2016, Exxon who havepled $15 Billion to be spent by 2027 in reducing emissions, and BP who have pledged $6 to 8 billion in transition growth engines all represent potential revenue opportunities for Spectaire. According to Rystad Energy, an independent energy consulting services and business intelligence provider, there are over 1 million global oil and gas wells in production with volume increasing 19% from 2022 to 2023. The introduction of AireCore™? represents a pivotal moment for Spectaire Holdings Inc., reinforcing the company's position as a pioneer in environmental technology. This launch is a clear indication of Spectaire's commitment to innovation and its capability to meet the specific needs of the oil and gas industry. Price Target Changed • Dec 11
Price target decreased by 28% to US$1.80 Down from US$2.50, the current price target is provided by 1 analyst. New target price is approximately in line with last closing price of US$1.74. Stock is down 83% over the past year. The company posted a net loss per share of US$0.061 last year. Anuncio • Dec 07
Spectaire Holdings Inc. Board Changes On November 28, 2023, the board of directors of Spectaire Holdings Inc. appointed Scott Honour as a member of the Board to fill the vacancy created by the previously announced resignation of Patricia Sapinsley. Mr. Honour will be subject to election as a Class II director at the 2025 Annual Meeting of Stockholders. Scott Honour has served as a member of Board since November 28, 2023. Prior to the consummation of the Business Combination, Mr. Honour served as the Chairman of the board of directors of Perception Capital Corp. II. Mr. Honour has over 30 years of private equity investment experience and has been involved in over 100 transactions totaling over $20 billion in transaction value. Mr. Honour is the Managing Partner of NPG, a private equity firm, which he co-founded in 2012. He also serves as Chairman of EVO and served as Chairman of SOAC, the first ESG focused SPAC. Prior to that, Mr. Honour was at The Gores Group, a Los Angeles-based private equity firm, for 10 years, serving as Senior Managing Director and as one of the firm’s top executives. Mr. Honour also served on the investment committee for The Gores Group. During his time at The Gores Group, the firm raised four funds, totaling $4 billion in aggregate, and made over 35 investments. Prior to joining The Gores Group, Mr. Honour was a Managing Director at UBS Investment Bank from 2000 to 2002 and was an investment banker at Donaldson, Lufkin & Jenrette from 1991 to 2000. Mr. Honour began his career at Trammell Crow Company in 1988. Mr. Honour has served on the board of directors of numerous public and private companies, including Anthem Sports & Entertainment Inc., 1st Choice Delivery, United Language Group, Renters Warehouse, Real Dolmen and Westwood One Inc. and is a co-founder of Titan CNG LLC and YapStone Inc. Mr. Honour earned a B.S. and B.A., cum laude, in Business Administration and Economics from Pepperdine University and an M.B.A. in Finance and Marketing from the Wharton School of the University of Pennsylvania. Anuncio • Oct 13
Perception Capital Corp. II announced that it expects to receive $3.5 million in funding Perception Capital Corp. II announced that it has entered into a share purchase agreement to issue 350,000 common shares at a price of $3.5 million on October 11, 2023. The transaction will include participation from new investor, Jörg Mosolf. Within two years following the Closing, the PIPE investor will purchase additional PIPE Shares in one or multiple subsequent closings. The PIPE Investor will close on the purchase of 50,000 shares for an aggregate purchase price of $500,000. Within two years following the closing, the PIPE investor will purchase additional shares for an aggregate purchase price of $3,000,000. Anuncio • Jan 19
Spectaire Inc. entered into a definitive agreement to acquire Perception Capital Corp. II (NasdaqGM:PCCT) from Perception Capital Partners II LLC and others for approximately $210 million in a reverse merger transaction. Spectaire Inc. entered into a definitive agreement to acquire Perception Capital Corp. II (NasdaqGM:PCCT) from Perception Capital Partners II LLC and others for approximately $210 million in a reverse merger transaction on January 16, 2023. The proposed Transaction values Spectaire at a pro forma enterprise valuation of approximately $203 million. As a part of consideration, PCCT will pay $6,250,000 in cash, Earnout Shares of 7,500,000 additional shares of PCCT Common Stock and Stock Consideration. Spectaire Inc. to go public via a business combination with Perception Capital Corp. II. Upon the closing of the proposed Transaction, the combined company will be named Spectaire Holdings Inc., and its common equity securities and warrants are expected to continue to be listed on the Nasdaq Stock Market.
Completion of the transaction is subject to customary closing conditions, including the approval of Perception’s shareholders; PCCT having at least $5,000,001 of net tangible assets upon Closing, and eceipt of conditional approval for listing on the Nasdaq Stock Market LLC (“Nasdaq”) the shares of PCCT Common Stock to be issued in connection with the Merger. The Boards of Directors of Perception and Spectaire have both unanimously approved the proposed Transaction. The proposed Transaction has also been approved by the requisite stockholders of Spectaire. The parties expect the proposed Transaction to close in the second quarter of 2023. Stephen W. Ranere and Ryan J. Maierson of Latham & Watkins LLP serving as legal counsels to Spectaire. Michael Mies of Skadden, Arps, Slate, Meagher & Flom LLP is serving as legal counsel to Perception.