Announcement • Jul 20
Caring Brands, Inc. Receives Staff Delisting Determination Letter from Nasdaq As previously disclosed, on April 7, 2026, Caring Brands, Inc. (the Company) received notice from the Listing Qualifications Department (the Staff) of The Nasdaq Stock Market LLC (Nasdaq) that the Company did not comply with Nasdaq Listing Rule 5550(b). The Company reported stockholders' equity of USD 2,091,324, below the required USD 2.5 million. The Company also did not satisfy either of the alternative continued listing standards, namely, market value of listed securities of at least USD 35 million or net income of USD 500,000 from continuing operations in the most recently completed fiscal year, or in two of the three most recently completed fiscal year. On July 15, 2026, the Company received a Staff Delisting Determination letter (the Determination) denying the Company's request for continued listing on The Nasdaq Capital Market. The Company's compliance plan contemplated (i) amending the Certificate of Designation of its Series A Convertible Redeemable Preferred Stock to remove its redemption rights and reclassify it from mezzanine equity to stockholders' equity and (ii) obtaining additional financing from the PIPE investor holding the Series A Convertible Redeemable Preferred Stock. Staff determined that the Company had not entered into a definitive agreement or arrangement for the additional financing, which Staff considered necessary for the Company to regain and maintain compliance. Accordingly, Staff concluded that the Company had not provided a definitive plan demonstrating its ability to achieve near-term compliance and sustain such compliance over an extended period. The Determination stated that, unless the Company requests a hearing before a Nasdaq Hearings Panel (the Panel) by 4:00 p.m. Eastern Time on July 22, 2026, trading in the Company's common stock will be suspended at the opening of business on July 24, 2026, and Nasdaq will file a Form 25-NSE with the Securities and Exchange Commission. The Company intends to submit a hearing request and pay the applicable fee by July 21, 2026. A timely hearing request will stay the suspension and the filing of the Form 25-NSE pending the Panel's decision, and the Company's common stock will continue to trade on Nasdaq during the appeal process. There can be no assurance that the Panel will grant the Company's request for continued listing or that the Company will regain or maintain compliance with Nasdaq's continued listing requirements. New Risk • Jun 21
New major risk - Financial position The company has less than a year of cash runway based on its current free cash flow trend. Free cash flow: -US$2.0m This is considered a major risk. With less than a year's worth of cash, the company will need to raise capital or take on debt unless its cash flows improve. This would dilute existing shareholders or increase balance sheet risk. Currently, the following risks have been identified for the company: Major Risks Less than 1 year of cash runway based on free cash flow trend (-US$2.0m free cash flow). Earnings have declined by 107% per year over the past 5 years. Revenue is less than US$1m (US$2.7k revenue). Minor Risks Share price has been volatile over the past 3 months (16% average weekly change). Market cap is less than US$100m (US$10.9m market cap). New Risk • May 22
New major risk - Share price stability The company's share price has been highly volatile over the past 3 months. It is more volatile than 90% of American stocks, typically moving 16% a week. This is considered a major risk. Share price volatility increases the risk of potential losses in the short-term as the stock tends to have larger drops in price more frequently than other stocks. It may also indicate the stock is highly sensitive to market conditions or economic conditions rather than being sensitive to its own business performance, which may also be inconsistent. Currently, the following risks have been identified for the company: Major Risks Less than 1 year of cash runway based on free cash flow trend (-US$2.0m free cash flow). Share price has been highly volatile over the past 3 months (16% average weekly change). Earnings have declined by 106% per year over the past 5 years. Revenue is less than US$1m (US$2.7k revenue). Market cap is less than US$10m (US$8.99m market cap). 
