Alliance Entertainment Faces Nasdaq Delisting for Bid Price Non-Compliance

TL;DR

**AENT got a delisting warning from Nasdaq for its stock trading under $1.00.**

AI Summary

Alliance Entertainment Holding Corporation (AENT) announced on January 5, 2024, that it received a notice from Nasdaq indicating its failure to comply with the minimum bid price requirement. Specifically, the company's common stock traded below $1.00 per share for 30 consecutive business days. This matters to investors because continued non-compliance could lead to the delisting of AENT's stock from Nasdaq, making it harder to trade and potentially reducing its liquidity and market value.

Why It Matters

This filing signals a significant risk to Alliance Entertainment's stock, as delisting from Nasdaq could severely impact its trading accessibility and investor confidence.

Risk Assessment

Risk Level: high — The risk is high because delisting from a major exchange like Nasdaq can significantly impair a company's ability to raise capital and reduce its stock's liquidity.

Analyst Insight

A smart investor would closely monitor Alliance Entertainment's actions to regain Nasdaq compliance, such as a potential reverse stock split, and consider the increased risk of holding shares given the delisting threat.

Key Numbers

• $1.00 — Minimum Bid Price (The threshold Alliance Entertainment's stock failed to meet for 30 consecutive business days.)
• 30 — Consecutive Business Days (The period over which Alliance Entertainment's stock traded below the minimum bid price.)

Key Players & Entities

• ALLIANCE ENTERTAINMENT HOLDING CORPORATION (company) — the registrant receiving the delisting notice
• Nasdaq (company) — the stock exchange issuing the delisting notice
• $1.00 (dollar_amount) — the minimum bid price requirement
• January 5, 2024 (date) — the date of the earliest event reported regarding the delisting notice

Forward-Looking Statements

• Alliance Entertainment will implement a reverse stock split to regain Nasdaq compliance. (ALLIANCE ENTERTAINMENT HOLDING CORPORATION) — medium confidence, target: 2024-07-05
• AENT's stock price will remain volatile due to delisting concerns. (ALLIANCE ENTERTAINMENT HOLDING CORPORATION) — high confidence, target: 2024-04-05

FAQ

Key Financial Figures

• $0.0001 — tered Class A common stock, par value $0.0001 per share AENT The Nasdaq Stock Mar
• $11.50 — A common stock at an exercise price of $11.50 per share AENTW The Nasdaq Stock Ma
• $1.00 — (the "Class A Common Stock"), was below $1.00 per share, which is the minimum closing

Filing Documents

• tm242332d1_8k.htm (8-K) — 31KB
• 0001104659-24-003327.txt ( ) — 251KB
• aent-20240105.xsd (EX-101.SCH) — 4KB
• aent-20240105_def.xml (EX-101.DEF) — 26KB
• aent-20240105_lab.xml (EX-101.LAB) — 37KB
• aent-20240105_pre.xml (EX-101.PRE) — 25KB
• tm242332d1_8k_htm.xml (XML) — 5KB

01

Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On January 5, 2024, Alliance Entertainment Holding Corporation (the "Company") received written notice (the "Notice") from the Nasdaq Stock Market LLC ("Nasdaq") that, for the last 30 consecutive trading days, the closing bid price for the Company's Class A common stock, par value $0.0001 per share (the "Class A Common Stock"), was below $1.00 per share, which is the minimum closing bid price required for continued listing on the Nasdaq Capital Market pursuant to Nasdaq Listing Rule 5550(a)(2). Pursuant to Nasdaq Listing Rule 5810(c)(3)(A), the Company has 180 calendar days from the date of the Notice, or until July 3, 2024, to regain compliance with the minimum closing bid price requirement. To regain compliance, the closing bid price of the Class A Common Stock must meet or exceed $1.00 per share for a minimum of 10 consecutive trading days. If the Company does not regain compliance by July 3, 2024, the Company may be afforded a second 180 calendar day period to regain compliance. To qualify, the Company would be required to meet the continued listing requirement for market value of publicly held shares and all other initial listing standards for the Nasdaq Capital Market, except for the minimum bid price requirement. In addition, the Company would be required to notify Nasdaq of its intent to cure the deficiency during the second 180-day compliance period, which may include, if necessary, implementing a reverse stock split. If the Company does not regain compliance with Rule 5550(a)(2) by July 3, 2024 and is not eligible for an additional 180-day compliance period at that time, Nasdaq will provide notice to the Company that its securities will be subject to delisting. At that time, the Company may appeal Nasdaq's delisting determination to a Nasdaq Listing Qualifications Panel (the "Panel"). The Company would remain listed pending the Panel's decisi

Forward-Looking Statements

Forward-Looking Statements This Current Report on Form 8-K includes certain statements that are not historical facts but are forward-looking statements for purposes of the safe harbor provisions under the United States Private Securities Litigation Reform Act of 1995. These statements are based on various assumptions, whether or not identified in this Current Report on Form 8-K, and on the current expectations of the Company's management and are not predictions of actual performance. Actual events and circumstances are difficult or impossible to predict and will differ from assumptions. These forward-looking statements are subject to a number of risks and uncertainties, including those factors discussed in the Company's Annual Report on Form 10-K filed with the Securities and Exchange Commission ("SEC") on October 18, 2023 under the heading "Risk Factors," the Company's Registration Statement on Form S-1 filed with the SEC on April 10, 2023 under the heading "Risk Factors," and other documents of the Company filed, or to be filed, with the SEC, which are accessible through the Investor Relations section of the Company's website at ir.aent.com. If the risks materialize or assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. The Company disclaims any obligation to update any

forward-looking statements

forward-looking statements. SIGNATURE 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. Dated: January 11, 2024 ALLIANCE ENTERTAINMENT HOLDING CORPORATION By: /s/ Bruce Ogilvie Name: Bruce Ogilvie Title: Executive Chairman

View Full Filing

View this 8-K filing on SEC EDGAR