BurTech Acquisition Corp. Faces Nasdaq Delisting Warning
Ticker: BZAIW · Form: 8-K · Filed: Dec 17, 2024 · CIK: 1871638
Sentiment: bearish
Topics: delisting, compliance, spac
Related Tickers: BRKH
TL;DR
BRKH got a Nasdaq delisting warning, might get kicked off the exchange.
AI Summary
BurTech Acquisition Corp. (BRKH) announced on December 11, 2024, that it received a notice from the Nasdaq Stock Market indicating a failure to meet continued listing requirements. The company is currently evaluating the notice and plans to respond to Nasdaq, aiming to regain compliance and avoid delisting.
Why It Matters
This filing indicates potential delisting from Nasdaq, which could significantly impact the liquidity and trading of BurTech Acquisition Corp.'s securities.
Risk Assessment
Risk Level: high — Receiving a notice of delisting from a major stock exchange like Nasdaq poses a significant risk to the company's operations and stock value.
Key Players & Entities
- BurTech Acquisition Corp. (company) — Registrant
- Nasdaq Stock Market (company) — Exchange where listed
- December 11, 2024 (date) — Date of delisting notice
FAQ
What specific continued listing requirement did BurTech Acquisition Corp. fail to meet?
The filing states that BurTech Acquisition Corp. received a notice from the Nasdaq Stock Market indicating a failure to meet continued listing requirements, but it does not specify which particular requirement was not met.
What is the exact date of the notice from Nasdaq?
The earliest event reported, which includes the notice from Nasdaq, is dated December 11, 2024.
What is BurTech Acquisition Corp.'s ticker symbol?
The ticker symbol for BurTech Acquisition Corp. is BRKH.
What actions does BurTech Acquisition Corp. plan to take in response to the notice?
BurTech Acquisition Corp. is evaluating the notice and intends to respond to Nasdaq, with the goal of regaining compliance with listing requirements.
What is the state of incorporation for BurTech Acquisition Corp.?
BurTech Acquisition Corp. is incorporated in Delaware.
Filing Stats: 1,055 words · 4 min read · ~4 pages · Grade level 13.6 · Accepted 2024-12-17 16:01:21
Key Financial Figures
- $0.0001 — , LLC Class A Common Stock, par value $0.0001 per share BRKH The Nasdaq Stock Mar
- $11.50 — r one share of Class A Common Stock for $11.50 per share BRKHW The Nasdaq Stock Ma
- $0.05 — 5, by depositing into the trust account $0.05 per unredeemed share of Class A common
- $205,227.15 — mmon stock (the "Extension Payment") or $205,227.15 per month for each one-month Extension.
Filing Documents
- tm2431121d1_8k.htm (8-K) — 36KB
- 0001104659-24-129352.txt ( ) — 263KB
- brkh-20241211.xsd (EX-101.SCH) — 4KB
- brkh-20241211_def.xml (EX-101.DEF) — 27KB
- brkh-20241211_lab.xml (EX-101.LAB) — 37KB
- brkh-20241211_pre.xml (EX-101.PRE) — 26KB
- tm2431121d1_8k_htm.xml (XML) — 7KB
01. Notice of Delisting or Failure
Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing rule or Standard; Transfer of Listing. On December 11, 2024, BurTech Acquisition Corp. (the "Company") received a notice (the "Notice") from the Nasdaq Stock Market LLC ("Nasdaq"), stating that the Company did not comply with Nasdaq Interpretive Material IM-5101-2 ("IM-5101-2"), and that its securities are now subject to delisting. Pursuant to IM-5101-2, the Company, a special purpose acquisition company, must complete one or more business combinations within 36 months of the effectiveness of its IPO registration statement. Since the Company did not complete its initial business combination by December 10, 2024, the Company did not comply with IM-5101-2, and its securities are now subject to delisting. Unless the Company requests a timely appeal of this determination by Nasdaq, trading of the Company's securities on Nasdaq will be suspended at the opening of business on December 18, 2024, and a Form 25-NSE will be filed with the Securities and Exchange Commission (the "SEC"), which will remove the Company's securities from listing on Nasdaq. The Company will not appeal Nasdaq's determination to delist the Company securities and accordingly, the Company's securities will be suspended from trading on Nasdaq at the opening of business on December 18, 2024. The Company plans to transfer its securities to OTC for quotation under the same ticker symbols following the delisting of the Company's securities on Nasdaq. As previously disclosed, on December 22, 2023, the Company, BurTech Merger Sub Inc., a Delaware corporation and a direct, wholly owned subsidiary of the Company ("Merger Sub"), Blaize, Inc., a Delaware corporation ("Blaize"), and for the limited purposes set forth therein, Burkhan Capital LLC, a Delaware limited liability company and affiliate of the Company ("Burkhan"), entered into an Agreement and Plan of Merger (as amended on April 22, 2024, October 24, 2024 and November 21, 2024,
01. Other Events
Item 8.01. Other Events. As previously disclosed, BurTech Acquisition Corp. (the "Company") entered into an amendment to the investment management trust agreement dated as of December 10, 2021, with Continental Stock Transfer & Trust Company (the "Trust Amendment"). Pursuant to the Trust Amendment, the Company has the right to extend the time to complete a business combination on a month-to-month basis (each an "Extension"), until May 15, 2025, by depositing into the trust account $0.05 per unredeemed share of Class A common stock (the "Extension Payment") or $205,227.15 per month for each one-month Extension. In accordance with the terms of the Trust Amendment, on or about December 15, 2024, the Company exercised its right to extend the time to complete a business combination by depositing into the trust account $205,227.15 for a one-month Extension.
01. Financial
Item 9.01. Financial (c) Exhibits: Exhibit Description 104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. 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. BURTECH ACQUISITION CORP. By: /s/ Shahal Khan Name: Shahal Khan Title: Chief Executive Officer Dated: December 17, 2024