Banzai International Faces Delisting Concerns
Ticker: BNZIW · Form: 8-K · Filed: Apr 8, 2024 · CIK: 1826011
Sentiment: bearish
Topics: delisting, listing-standards, regulatory-filing
Related Tickers: BNZI
TL;DR
Banzai International (BNZI) might be delisted from NASDAQ. Big trouble.
AI Summary
Banzai International, Inc. filed an 8-K on April 8, 2024, reporting a notice of delisting or failure to satisfy a continued listing rule or standard. The company previously operated as 7GC & Co. Holdings Inc. and changed its name on September 24, 2020. The filing indicates potential issues with its listing status on NASDAQ.
Why It Matters
This filing signals potential instability in Banzai International's stock market presence, which could impact investor confidence and trading liquidity.
Risk Assessment
Risk Level: high — A notice of delisting or failure to meet listing standards poses a significant risk to the company's stock trading and overall financial stability.
Key Players & Entities
- Banzai International, Inc. (company) — Registrant
- 7GC & Co. Holdings Inc. (company) — Former company name
- NASDAQ (company) — Stock exchange
- April 3, 2024 (date) — Earliest event reported
- April 8, 2024 (date) — Date of report
FAQ
What specific listing rule or standard has Banzai International, Inc. failed to satisfy?
The filing does not specify the exact rule or standard that Banzai International, Inc. has failed to satisfy, only that a notice of delisting or failure to satisfy a continued listing rule or standard has been issued.
What is the date of the earliest event reported in this 8-K filing?
The date of the earliest event reported is April 3, 2024.
What was Banzai International, Inc.'s former name?
Banzai International, Inc.'s former name was 7GC & Co. Holdings Inc.
When did Banzai International, Inc. change its name?
The company changed its name on September 24, 2020.
Which stock exchange is Banzai International, Inc. potentially being delisted from?
Banzai International, Inc. is potentially being delisted from NASDAQ.
Filing Stats: 1,152 words · 5 min read · ~4 pages · Grade level 14 · Accepted 2024-04-08 16:01:57
Key Financial Figures
- $0.0001 — stered Class A common stock, par value $0.0001 per share BNZI The Nasdaq Global Ma
- $11.50 B — A common stock at an exercise price of $11.50 BNZIW The Nasdaq Capital Market Indica
- $1.00 — , did not meet the minimum bid price of $1.00 per share required for continued listin
- $15 million — es (" MVPHS ") was below the minimum of $15 million required for continued listing on The N
Filing Documents
- d795827d8k.htm (8-K) — 30KB
- 0001193125-24-089608.txt ( ) — 189KB
- bnzi-20240403.xsd (EX-101.SCH) — 3KB
- bnzi-20240403_def.xml (EX-101.DEF) — 14KB
- bnzi-20240403_lab.xml (EX-101.LAB) — 23KB
- bnzi-20240403_pre.xml (EX-101.PRE) — 14KB
- d795827d8k_htm.xml (XML) — 6KB
From the Filing
8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): April 3, 2024 Banzai International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39826 85-3118980 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.) 435 Ericksen Ave , Suite 250 Bainbridge Island , Washington 98110 (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: ( 206 ) 414-1777 (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)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Class A common stock, par value $0.0001 per share BNZI The Nasdaq Global Market Redeemable Warrants, each whole warrant exercisable for one share of Class A common stock at an exercise price of $11.50 BNZIW The Nasdaq Capital Market Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (240.12b-2 of this chapter). Emerging growth company 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. Item3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. Minimum Bid Price On April 3, 2024, Banzai International, Inc. (the " Company ") received a letter from the staff at The Nasdaq Stock Market LLC (" Nasdaq ") notifying the Company that, for the 30 consecutive business days prior to the date of the letter, the Company's Class A common stock, par value $0.0001 per share (the " Common Stock "), did not meet the minimum bid price of $1.00 per share required for continued listing on The Nasdaq Global Market pursuant to Nasdaq Listing Rule 5450(a)(1). 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 on Nasdaq. In accordance with Nasdaq listing rule 5810(c)(3)(A), the Company has 180 calendar days, or until September 30, 2024 (the " Bid Price Compliance Period "), to regain compliance. The letter notes that to regain compliance, the Company's Common Stock must maintain a minimum closing bid price of $1.00 for at least ten consecutive business days at any time during the Bid Price Compliance Period. In the event the Company does not regain compliance by the end of the Bid Price Compliance Period, the Company may be eligible for additional time to regain compliance. To qualify for additional time, the Company must (i) submit a transfer application to transfer to the Nasdaq Capital Market, (ii) meet the continued listing requirement for the market value of its publicly held shares and all other initial listing standards for the Nasdaq Capital Market, with the exception of the bid price requirement and (iii) provide written notice of its intention to cure the deficiency during the second compliance period by effecting a reverse stock split, if necessary. If the Company meets these requirements, the Company may be granted an additional 180 calendar days to regain compliance. However, if it appears to Nasdaq that the Company will be unable to cure the deficiency, or if the Company is not otherwise eligible for the additional cure period, Nasdaq will provide written notice to the Company that its securities are subject to delisting. At that time, the Company may appeal any such delisting determination to a hearings panel. The Company intends to actively monitor the Company's bid price between now and September 30, 2024, and may, if appropriate, evaluate available options to resolve the deficiency and regain compliance with the minimum bid price requirement. While the Company is exercising diligent efforts to maintain the listing of its securities on Nasdaq, there can be no assurance that the Company will be able to regain or maintain compliance with Nasdaq listing standards. Minimum