Mawson Infrastructure Group Faces Nasdaq Delisting Notice

TL;DR

Mawson got a delisting warning from Nasdaq, might be in trouble.

AI Summary

Mawson Infrastructure Group Inc. announced on January 23, 2025, that it received a notice from the Nasdaq Stock Market indicating a failure to meet continued listing standards. The company is also addressing other events, as detailed in its Form 8-K filing.

Why It Matters

This filing signals potential delisting from the Nasdaq, which could significantly impact the company's liquidity, investor confidence, and stock trading.

Risk Assessment

Risk Level: high — Receiving a notice of delisting from a major stock exchange like Nasdaq presents a significant risk to the company's operations and stock value.

Key Players & Entities

• Mawson Infrastructure Group Inc. (company) — Registrant
• Nasdaq Stock Market (company) — Exchange where listing standards are evaluated
• January 23, 2025 (date) — Date of the earliest event reported

FAQ

Key Financial Figures

• $0.001 — nge on Which Registered Common Stock, $0.001 par value MIGI The Nasdaq Stock Mar
• $35.0 million — d Securities ("MVLS") was less than the $35.0 million minimum required for continued listing
• $6,957,226.01 — Celsius alleging claims and damages of $6,957,226.01 in unpaid invoices and $115,000,000 in
• $115,000,000 — of $6,957,226.01 in unpaid invoices and $115,000,000 in breach of contract damages, plus int
• $8,144,000 — lsius monetary damages in the amount of $8,144,000, plus interest and attorney fees. The r

Filing Documents

• f8k_012925.htm (8-K) — 27KB
• 0001171843-25-000513.txt ( ) — 197KB
• migi-20250123.xsd (EX-101.SCH) — 3KB
• migi-20250123_lab.xml (EX-101.LAB) — 33KB
• migi-20250123_pre.xml (EX-101.PRE) — 22KB
• f8k_012925_htm.xml (XML) — 3KB

01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard;

Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On January 24, 2025, Mawson Infrastructure Group Inc. (the "Company") received written notice (the "MVLS Notice") from the Listing Qualifications Department (the "Staff") of The Nasdaq Stock Market LLC ("Nasdaq") notifying the Company that for the last 33 consecutive business days prior to the date of the MVLS Notice, the Company's Market Value of Listed Securities ("MVLS") was less than the $35.0 million minimum required for continued listing on The Nasdaq Capital Market, as required by Nasdaq Listing Rule 5550(b)(2) (the "MVLS Rule"). In accordance with Nasdaq Listing Rule 5810(c)(3)(C), the Staff has provided the Company with 180 calendar days, or until July 23, 2025, to regain compliance with the MVLS Rule. The MVLS Notice has no immediate effect on the listing of the Company's securities on The Nasdaq Capital Market, and the Company's common stock continues to trade under the symbol "MIGI." If the Company regains compliance with the MVLS Rule during the 180-day compliance period ending on July 23, 2025 (the "Compliance Period"), the Staff will provide written confirmation to the Company and close the matter. To regain compliance with the MVLS Rule, the Company's MVLS must meet or exceed $35.0 million for a minimum of ten consecutive business days during the Compliance Period (unless the Staff exercises its discretion to extend such ten business day period under Nasdaq Listing Rule 5810(c)(3)(H)). In the event the Company does not regain compliance with the MVLS Rule prior to the expiration of the Compliance Period, it will receive written notification that its securities are subject to delisting. At that time, the Company may appeal the delisting determination to a Nasdaq Hearings Panel. The Company will continue to monitor its MVLS and consider its available options to regain compliance with the MVLS Rule. However, there can be no assurance that

01. Other Events

Item 8.01. Other Events. As previously disclosed by the Company, the Company and two of its subsidiaries, Luna Squares, LLC ("Luna Squares") and Cosmos Infrastructure LLC have been made respondents in certain arbitration proceedings filed by Celsius Network Ltd., Celsius Mining LLC, and Ionic Digital Mining LLC (collectively "Celsius") on July 18, 2024, with the American Arbitration Association in the matter entitled, "Celsius Network Ltd., Celsius Mining LLC, and Ionic Digital Mining LLC v. Mawson Infrastructure Group, Luna Squares LLC, and Cosmos Infrastructure LLC - Case 01-24-0006-4462". The Company and Luna Squares have denied Celsius' claims in arbitration. In addition, the Company has filed counter claims and cross claims against Celsius alleging claims and damages of $6,957,226.01 in unpaid invoices and $115,000,000 in breach of contract damages, plus interest and attorney fees, against Celsius. On January 23, 2025, the arbitrator issued a Partial Final Award (the "Partial Final Award") granting in part Celsius' claim against Luna Squares on the outstanding promissory note executed by Luna Squares in favor of Celsius. The Partial Final Award granted Celsius monetary damages in the amount of $8,144,000, plus interest and attorney fees. The ruling does not directly affect the Company, and the guarantee of the Company for the promissory note has not been litigated. In addition, the Company's counterclaims and damages against Celsius are still in litigation and the Company continues to pursue its counterclaims and damages expeditiously. CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS The Company cautions that statements in this report that are not a description of historical fact are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking "plan," "anticipate," "believe,"

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Mawson Infrastructure Group Inc. Date: January 29, 2025 By: /s/ Kaliste Saloom Kaliste Saloom General Counsel and Corporate Secretary

View Full Filing

View this 8-K filing on SEC EDGAR