First Wave BioPharma Faces Delisting Concerns

TL;DR

FWBI might get delisted, big trouble for the stock.

AI Summary

First Wave BioPharma, Inc. filed an 8-K on March 22, 2024, reporting a notice of delisting or failure to satisfy a continued listing rule. The company, formerly AzurRx BioPharma, Inc., is incorporated in Delaware and has its principal executive offices in Boca Raton, Florida.

Why It Matters

This filing indicates potential issues with the company's stock exchange listing, which could significantly impact its liquidity and investor confidence.

Risk Assessment

Risk Level: high — A notice of delisting directly threatens the company's ability to remain publicly traded, posing a significant risk to its operations and shareholder value.

Key Players & Entities

• First Wave BioPharma, Inc. (company) — Registrant
• AzurRx BioPharma, Inc. (company) — Former company name
• March 19, 2024 (date) — Date of earliest event reported
• March 22, 2024 (date) — Filing date
• Boca Raton, Florida (location) — Principal executive offices

FAQ

Key Financial Figures

• $0.0001 — ch registered Common Stock, par value $0.0001 per share FWBI Nasdaq Capital Marke
• $0 — purchase one share of Common Stock, was $0.64, and the public offering price for e
• $0.6399 — purchase one share of Common Stock, was $0.6399. The Offering was previously disclosed

Filing Documents

• tm249572d1_8k.htm (8-K) — 28KB
• 0001104659-24-037932.txt ( ) — 197KB
• fwbi-20240319.xsd (EX-101.SCH) — 3KB
• fwbi-20240319_lab.xml (EX-101.LAB) — 33KB
• fwbi-20240319_pre.xml (EX-101.PRE) — 22KB
• tm249572d1_8k_htm.xml (XML) — 4KB

01

Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing As previously disclosed in First Wave BioPharma, Inc.'s (the "Company") Current Report on Form 8-K filed with the Securities and Exchange Commission on October 31, 2023, the Company previously received written notice from the Listing Qualifications Department (the "Staff") of the Nasdaq Stock Market LLC ("Nasdaq") on October 26, 2023, notifying the Company that it was not in compliance with the shareholder approval requirement set forth in Nasdaq Listing Rule 5635(d), which required prior shareholder approval for transactions, other than public offerings, involving the issuance of 20% or more of an issuer's pre-transaction shares outstanding at less than the applicable Minimum Price (as defined in Listing Rule 5635(d)(1)(A)). On March 19, 2024, the Company received a Letter of Reprimand (the "Letter") from the Staff in accordance with Nasdaq's Listing Rule 5810(c)(4). The Staff's determination relates to the offering and issuance by the Company (the "Offering") of an aggregate of: (i) 610,000 shares (the "Shares") of common stock, par value $0.0001 per share (the "Common Stock"), of the Company, (ii) pre-funded warrants (the "Pre-Funded Warrants") to purchase up to an aggregate of 2,675,000 shares of Common Stock (the "Pre-Funded Warrant Shares") and (iii) common warrants (the "Warrants") to purchase up to an aggregate of 6,570,000 shares of Common Stock (the "Common Warrant Shares" and, together with the Pre-Funded Warrant Shares, the "Warrant Shares"). The public offering price for each share of Common Stock and accompanying Warrants, each to purchase one share of Common Stock, was $0.64, and the public offering price for each Pre-Funded Warrant and accompanying Warrants, each to purchase one share of Common Stock, was $0.6399. The Offering was previously disclosed in the Company's Current Report on Form 8-K filed with the Securities and Exchange Commi

SIGNATURES

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. First Wave BioPharma, Inc. March 22, 2024 By: /s/ James Sapirstein Name: James Sapirstein Title: Chief Executive Officer

View Full Filing

View this 8-K filing on SEC EDGAR