Ocean Biomedical Receives Nasdaq Delisting Notice for Non-Compliance

Ticker: OCEA · Form: 8-K · Filed: Jan 17, 2024 · CIK: 1869974

Complexity: simple

Sentiment: bearish

Topics: delisting, regulatory-filing, listing-standards, biotechnology

TL;DR

**OCEA got a delisting notice from Nasdaq, big trouble for stock liquidity.**

AI Summary

Ocean Biomedical, Inc. (OCEA) announced on January 11, 2024, that it received a delisting notice from The Nasdaq Stock Market LLC. This notice indicates that the company's common stock and warrants are at risk of being removed from the exchange because it failed to meet continued listing standards. This is a significant concern for investors as delisting can severely impact the stock's liquidity and make it harder to trade, potentially leading to a decrease in its market value.

Why It Matters

Delisting from Nasdaq can drastically reduce a stock's visibility and liquidity, making it much harder for investors to buy or sell shares, which typically drives down the stock price.

Risk Assessment

Risk Level: high — The risk is high because delisting can lead to a significant loss of investor confidence and a substantial drop in stock value and trading accessibility.

Analyst Insight

A smart investor would carefully evaluate their position in OCEA, considering the high risk of delisting and its potential impact on liquidity and share value. Monitoring further announcements regarding compliance efforts is crucial.

Key Players & Entities

Forward-Looking Statements

FAQ

What specific event triggered Ocean Biomedical, Inc.'s 8-K filing on January 11, 2024?

The 8-K filing was triggered by Ocean Biomedical, Inc. receiving a Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard from The Nasdaq Stock Market LLC on January 11, 2024.

Which of Ocean Biomedical, Inc.'s securities are affected by the Nasdaq delisting notice?

The delisting notice affects Ocean Biomedical, Inc.'s Common Stock, with a $0.0001 par value, and its Warrants, each exercisable for one share of common stock, both traded under the ticker OCEA on The Nasdaq Stock Market LLC.

What is the business address of Ocean Biomedical, Inc. as stated in the filing?

The business address of Ocean Biomedical, Inc. is 55 Claverick St., Room 325, Providence, RI 02903, with a business phone number of (401) 444-7375.

What was Ocean Biomedical, Inc.'s former company name before February 14, 2023?

Before February 14, 2023, Ocean Biomedical, Inc. was formerly known as Ocean Biomedical, Inc./DE, and prior to June 28, 2021, it was Aesther Healthcare Acquisition Corp.

What is the Central Index Key (CIK) for Ocean Biomedical, Inc.?

The Central Index Key (CIK) for Ocean Biomedical, Inc. is 0001869974.

Filing Stats: 788 words · 3 min read · ~3 pages · Grade level 14.2 · Accepted 2024-01-17 16:05:30

Key Financial Figures

Filing Documents

From the Filing

UNITED SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 11, 2024 OCEAN BIOMEDICAL, INC. (Exact name of registrant as specified in its charter) Delaware 001-40793 87-1309280 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) 55 Claverick St. , Room 325 Providence , RI 02903 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (401) 444-7375 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Common Stock, $0.0001 par value OCEA The Nasdaq Stock Market LLC Warrants, each warrant exercisable for one share of common stock at an exercise price of $11.50 OCEAW The Nasdaq Stock Market LLC (Title of Each Class) (Trading Symbol) (Name of Each Exchange on Which Registered) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (CFR 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (CFR 240.12b-2 of this chapter). Emerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Item 3.01 N otice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing . On January 11, 2024, Ocean Biomedical, Inc. (the " Company ") was notified (the " Notification Letter ") by The Nasdaq Stock Market, LLC ("Nasdaq") that it is not in compliance with the minimum bid price requirements set forth in Nasdaq Listing Rule 5550(a)(2) for continued listing on The Nasdaq Capital Market. Nasdaq Listing Rule 5550(a)(2) requires listed securities to maintain a minimum bid price of $1.00 per share, and Nasdaq Listing Rule 5810(c)(3)(A) provides that a failure to meet the minimum bid price requirement exists if the deficiency continues for a period of 30 consecutive business days. Based on the closing bid price of the Company's common stock between November 28, 2023 and January 10, 2024, the Company no longer meets the minimum bid price requirement. The Notification Letter has no immediate effect on the listing or trading of the Company's common stock on The Nasdaq Capital Market and, at this time, the common stock will continue to trade on The Nasdaq Capital Market under the symbol "OCEA." The Notification Letter provides that the Company has 180 calendar days, or until July 9, 2024, to regain compliance with Nasdaq Listing Rule 5550(a)(2). To regain compliance, the bid price of the Company's common stock must have a closing bid price of at least $1.00 per share for a minimum of 10 consecutive business days. If the Company does not regain compliance by July 9, 2024, an additional 180 days may be granted to regain compliance, so long as the Company meets The Nasdaq Capital Market continued listing requirement for market value of publicly-held shares and all other initial listing standards for The Nasdaq Capital Market, other than the minimum closing bid price requirement and notifies Nasdaq in writing of its intention to cure the deficiency during the second compliance period, by effecting a reverse stock split, if necessary. If the Company does not qualify for the second compliance period or fails to regain compliance during the second 180-day period, then Nasdaq will notify the Company of its determination to delist the Company's common stock, at which point the Company will have an opportunity to appeal the delisting determination to a Hearings Panel. The Company intends to monitor the closing bid price of its common stock and may, if appropriate, consider implementing available options, including, but not limited to, implementing a reverse stock split of its outstanding securities, to regain compliance with the minimum bid price requirement under the Nasdaq Listing Rules. 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. Date: January 17, 2024 OCEAN BIOMEDICAL,

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