Current Report Filing (8-k)
August 21 2020 - 4:36PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of
report (Date of earliest event reported): August 20, 2020
Commission
File Number: 021-214723
AzurRx BioPharma, Inc.
(Exact
name of registrant as specified in its charter.)
Delaware
(State
or other jurisdiction of incorporation or
organization)
46-4993860
(IRS
Employer Identification No.)
760 Parkside Ave., Suite 304, Brooklyn, New York 11226
(Address
of principal executive offices)
646-699-7855
(Registrant’s
Telephone number)
Not Applicable
(Former
Name or Former Address, if Changed Since Last Report)
Check
the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant
under any of the following provisions:
[ ]
Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
[ ]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ]
Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ]
Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Indicate
by check mark whether the registrant is an emerging growth company
as defined in Rule 405 of the Securities Act of 1933 (17 CFR
230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17
CFR 240.12b-2)
Emerging
growth company [x]
If an
emerging growth company, indicate by check mark if the registrant
has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided
pursuant to Section 13(a) of the Exchange Act. [ ]
Securities
registered pursuant to Section 12(b) of the Act:
Title of each class
|
Trading Symbol(s)
|
Name of exchange on which registered
|
Common
Stock, par value $0.0001 per share
|
AZRX
|
Nasdaq
Capital Market
|
Item 3.01. Notice of Delisting or Failure to Satisfy a Continued
Listing Rule or Standard; Transfer of Listing.
On August 20, 2020, AzurRx BioPharma, Inc. (the
“Company”) received a letter (the “Letter”)
from the Listing Qualifications Department of The Nasdaq Stock
Market LLC (“Nasdaq”) indicating that the Company was
not in compliance with the minimum stockholders’ equity
requirement for continued listing on the Nasdaq Capital Market,
under Listing Rule 5550(b)(1), because the Company’s
stockholders’ equity of $(797,450) as reported in the
Company’s Quarterly Report on Form 10-Q for the period ended
June 30, 2020 was below the required minimum of $2.5 million, and
because, as of August 19, 2020, the Company did not meet the
alternative compliance standards, relating to the market value of
listed securities of $35 million or net income from continuing
operations of $500,000 in the most recently completed fiscal year
or in two of the last three most recently completed fiscal
years.
The Company has 45 calendar days from August 20, 2020, or through
Monday, October 5, 2020, to submit to Nasdaq a plan to regain
compliance with Listing Rule 5550(b)(1). If Nasdaq accepts the
Company’s plan, Nasdaq may grant an extension of up to 180
calendar days from August 20, 2020, or through Tuesday, February
16, 2021, to regain compliance. If Nasdaq does not accept the
Company’s plan, the Company will have the right to appeal
such decision to a Nasdaq hearings panel.
The Company intends to submit to Nasdaq, within the requisite time
period, a plan to regain compliance with Listing Rule 5550(b)(1).
There can be no assurance that Nasdaq will accept the
Company’s plan or that the Company will be able to regain
compliance with Listing Rule 5550(b)(1) or maintain compliance with
any other Nasdaq requirement in the future.
The Company, by filing this Form 8-K, discloses its receipt of the
notification from Nasdaq in accordance with Listing Rule
5810(b).
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
August 21,
2020
|
AzurRx
BioPharma, Inc.
By: /s/ James Sapirstein
Name:
James Sapirstein
Title:
President and Chief Executive Officer
|
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