공지 • Oct 19
Nasdaq Hearing Panel Determines to Delist Alpine 4 Holdings' Shares from the Nasdaq Capital Market Effective as of October 18, 2024
On October 16, 2024, Alpine 4 Holdings, Inc. (the ‘Company’), received a notification letter (the ‘Letter’) from The Nasdaq Stock Market LLC (‘Nasdaq’) notifying the Company that the hearings panel had determined to delist the Company’s shares from The Nasdaq Capital Market effective as of October 18, 2024, due to the Company’s failure to comply with the decision and extensions granted by the Nasdaq Hearing Panel. As previously disclosed, the Company had participated in a Hearing with the Panel on July 2, 2024, in relation to its delinquent public reports, namely the Annual Report on Form 10-K for the year ended December 31, 2023 (the ‘10-K’), and the Quarterly Report on Form 10-Q for the period ended March 31, 2024. At the Hearing, the Company informed the Panel that the Company likely would be delinquent in filing the Second Quarter Quarterly Report and had provided the Panel with the Company’s plan for completing the filing of the Second Quarter Quarterly Report. (The two Quarterly Reports are referred to herein as the ‘10-Qs.’) As also previously reported, on July 25, 2024, the Company received written notification (the ‘Extension Letter’) from the Nasdaq Hearings Panel notifying the Company of its decision to grant the Company's request to continue its listing on Nasdaq subject to the Company’s meeting certain conditions outlined in the Extension Letter, which included the filing of the Second Quarter Quarterly Report within the time proposed by the Company to the Panel. The Company subsequently sought and received additional extensions to file the 10-K and the 10-Qs. The October 16, 2024, Letter stated that the Hearing Panel has determined to delist the Company’s shares from trading on the Nasdaq due to the Company’s failure to comply with the terms of the Panel’s decision in this matter dated July 25, 2024, as detailed above. The Company has 15 days after the date of the Nasdaq Delisting Notice to request that the Panel review the decision, or the Nasdaq Listing and Hearing Review Council may, on its own motion, determine to review the Panel’s decision within 45 calendar days after the Nasdaq Delisting Notice. In connection with the Nasdaq Delisting Notice, Nasdaq will complete the delisting by filing a Notification of Removal from Listing and/or Registration under Section 12(b) of the Securities and Exchange Act of 1934 on Form 25 with the Commission after the applicable Nasdaq review and appeal periods have lapsed. The delisting of the Company’s shares was driven by several contributing factors, primarily delinquency in the Company’s public filings with the SEC, beginning with the Quarterly Report on Form 10-Q for the period ended September 30, 2023 (which has since been filed), as well as the Company’s Annual Report on Form 10-K for the year ended December 31, 2023, and the Company’s Quarterly Reports on Form 10-Q for the quarters ended March 31 and June 30, 2024, which delays were primarily due to the difficulties in the completion of its 2023 audit, as well as continuous trading below $1 per share for 30 consecutive business days. The Company determined not to appeal Nasdaq’s delisting determination. Management anticipates that the Company’s shares will continue to trade on an over-the-counter (OTC) market, specifically OTC Markets’ ‘Expert Market’ tier. The Expert Market only provides for unsolicited customer orders, and quotations in Expert Market securities are restricted from public viewing and are only available to certain eligible investors. Kent Wilson, Chief Executive Officer of the Company, explained: ‘Being out of the capital markets for nearly two years has significantly impacted both the financial health and human capital of the Company. Access to capital was a key reason Alpine 4 went public, and this situation has been further complicated by our reliance on external parties beyond our control. Despite this, it is deeply disappointing, as both Management and the Company have invested considerable effort, worked with specialists and advisors, and spent millions of dollars over the past two years to complete our Annual Report on Form 10-K and Quarterly Reports on Form 10-Q. Despite these challenges, we remain committed to resolving the outstanding issues. I would like to thank the Nasdaq Hearing Panel for their efforts in working with us through these challenges’. The Company expects that once it has become current with its SEC filings, its Class A common stock will become eligible for quotation on a higher tier of the OTC Markets, and detailed information, including public quotes, will become available on the OTC Markets website.