NRX Pharmaceuticals Faces Delisting Concerns

TL;DR

NRXP might get delisted, big trouble for shareholders.

AI Summary

NRX Pharmaceuticals, Inc. filed an 8-K on August 12, 2024, to report a notice of delisting or failure to satisfy a continued listing rule. The company was formerly known as Big Rock Partners Acquisition Corp. and changed its name on October 12, 2017. The filing indicates potential issues with maintaining its stock exchange listing.

Why It Matters

This filing signals potential financial distress or non-compliance with exchange rules, which could lead to the stock being delisted, impacting 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 investors.

Key Players & Entities

• NRX Pharmaceuticals, Inc. (company) — Registrant
• Big Rock Partners Acquisition Corp. (company) — Former company name
• October 12, 2017 (date) — Date of name change
• August 6, 2024 (date) — Earliest event reported
• August 12, 2024 (date) — Date of report

FAQ

Key Financial Figures

• $0.001 — ch registered Common Stock, par value $0.001 per share NRXP The Nasdaq Stock Mar
• $35 million — ies (" MVLS ") was below the minimum of $35 million required for continued listing on The N

Filing Documents

• nrxp20240812_8k.htm (8-K) — 31KB
• 0001437749-24-026107.txt ( ) — 182KB
• nxrp-20240806.xsd (EX-101.SCH) — 4KB
• nxrp-20240806_def.xml (EX-101.DEF) — 14KB
• nxrp-20240806_lab.xml (EX-101.LAB) — 18KB
• nxrp-20240806_pre.xml (EX-101.PRE) — 14KB
• nrxp20240812_8k_htm.xml (XML) — 5KB

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

Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing On August 6, 2024, NRx Pharmaceuticals, Inc. (the " Company ") received a letter (the " Letter ") from the Listing Qualifications Staff of The Nasdaq Stock Market, LLC (" Nasdaq ") indicating that from June 14, 2024 to August 5, 2024, the Company's Market Value of Listed Securities (" MVLS ") was below the minimum of $35 million required for continued listing on The Nasdaq Capital Market pursuant to Nasdaq Listing Rule 5550(b)(2) (the " MVLS Requirement "). The Letter has no immediate effect on the listing of the Company's Common Stock on The Nasdaq Capital Market. In accordance with Nasdaq Listing Rule 5810(c)(3)(C), the Company has 180 calendar days from the date of the Letter, or through February 3, 2025 (the " Compliance Date "), to regain compliance with respect to the MVLS Requirement. The Letter states that if the Company's MVLS closed at $35 million or more for a minimum of ten consecutive business days during the compliance period ending on the Compliance Date, the Staff will provide written confirmation of compliance. If the Company does not regain compliance by the Compliance Date, 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. However, there can be no assurance that, if the Company receives a delisting notice from the Staff and appeals the delisting determination, such appeal would be successful. The Company intends to actively monitor the Company's MVLS between now and the Compliance Date and will take all reasonable measures available to the Company to regain compliance with the MVLS Requirement. While the Company is exercising diligent efforts to maintain the listing of its common stock on Nasdaq, there can be no assurance that the Company will be able to regain or maintain compliance with the applicable continued listi

01. Other Events

Item 8.01. Other Events The Company has previously announced its plans to: (i) file New Drug Applications with the FDA for both NRX-100 for the treatment of Suicidal Depression, and NRX-101(Accelerated Approval) for patients with Bipolar Depression and suicidality or akathisia; and (ii) undertake a partial spin of shares of its wholly-owned subsidiary, Hope Therapeutics, Inc. (" Hope ") (the " Spin Out "), to NRx shareholders, with management anticipating that Hope will apply for listing on a national securities exchange in connection with the Spin Out. The Company believes achieving these planned milestones will be important steps in moving the Company's business forward.

Forward-Looking Statements

Forward-Looking Statements

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. NRX PHARMACEUTICALS, INC. Date: August 12, 2024 By: /s/ Jonathan Javitt Name: Jonathan Javitt Title: Chairman of the Board of Directors

View Full Filing

View this 8-K filing on SEC EDGAR