AGBA Group to Delist from Nasdaq, Move to OTC Markets

TL;DR

AGBA's jumping ship from Nasdaq to OTC Markets starting April 12th.

AI Summary

AGBA Group Holding Ltd. filed an 8-K on April 11, 2024, to report a notice of delisting or failure to meet continued listing standards. The company is transitioning its listing from the Nasdaq Capital Market to the OTC Markets Group, effective April 12, 2024. This move follows a determination by Nasdaq that AGBA did not meet certain continued listing requirements.

Why It Matters

This delisting signifies a potential downgrade in the company's market accessibility and investor perception, as OTC Markets generally have less stringent listing requirements than major exchanges like Nasdaq.

Risk Assessment

Risk Level: high — Delisting from a major exchange like Nasdaq to OTC Markets indicates significant financial or operational distress, posing a substantial risk to investors.

Key Players & Entities

• AGBA Group Holding Ltd. (company) — Registrant
• Nasdaq Capital Market (company) — Exchange being delisted from
• OTC Markets Group (company) — Exchange being listed on
• April 12, 2024 (date) — Effective date of transfer
• April 11, 2024 (date) — Filing date of the 8-K

FAQ

Key Financial Figures

• $0.001 — on which registered Ordinary Shares, $0.001 par value AGBA NASDAQ Capital Marke
• $11.50 — for one-half of one Ordinary Share for $11.50 per full share AGBAW NASDAQ Capital
• $35 million — Listed Securities ("MVLS") of at least $35 million. In its annual report on Form 10-K for
• $8,102,771 — ompany reported shareholders' equity of $8,102,771. On April 10, 2024, Nasdaq confirmed t

Filing Documents

• ea0203690-8k_agba.htm (8-K) — 28KB
• 0001213900-24-032002.txt ( ) — 242KB
• agba-20240410.xsd (EX-101.SCH) — 4KB
• agba-20240410_def.xml (EX-101.DEF) — 26KB
• agba-20240410_lab.xml (EX-101.LAB) — 36KB
• agba-20240410_pre.xml (EX-101.PRE) — 25KB
• ea0203690-8k_agba_htm.xml (XML) — 6KB

01. Notice of Delisting or Failure to Satisfy a Continued

Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. As previously disclosed, on January 3, 2024, AGBA Group Holding Limited (the "Company") received a letter from Nasdaq indicating that it was not in compliance with Nasdaq Listing Rule 5550(b)(2), which requires companies listed on Nasdaq to maintain a minimum Market Value of Listed Securities ("MVLS") of at least $35 million. In its annual report on Form 10-K for the period ended December 31, 2023 filed on March 28, 2024, the Company reported shareholders' equity of $8,102,771. On April 10, 2024, Nasdaq confirmed that the Company had regained compliance with Rule 5550(b)(1) and that this matter is now closed. 1 SIGNATURE Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. AGBA GROUP HOLDING LIMITED By: /s/ Shu Pei Huang, Desmond Name: Shu Pei Huang, Desmond Title: Acting Group Chief Financial Officer Dated: April 11, 2024 2

View Full Filing

View this 8-K filing on SEC EDGAR