ProPhase Labs Faces Nasdaq Delisting Warning

TL;DR

Nasdaq's warning ProPhase Labs might get delisted. Big trouble ahead?

AI Summary

ProPhase Labs, Inc. received a notice on December 26, 2024, indicating it failed to meet a continued listing rule or standard for the Nasdaq Capital Market. The company is currently evaluating the notice and will provide further updates as they become available.

Why It Matters

This notice suggests ProPhase Labs may be at risk of being delisted from the Nasdaq, which could significantly impact its stock liquidity and investor confidence.

Risk Assessment

Risk Level: high — A delisting warning from a major exchange like Nasdaq poses a significant risk to the company's stock value and future operations.

Key Players & Entities

• ProPhase Labs, Inc. (company) — The company filing the 8-K and receiving the delisting notice.
• Nasdaq Capital Market (company) — The stock exchange where ProPhase Labs is listed and has failed to meet listing standards.
• December 26, 2024 (date) — The date ProPhase Labs received the notice of non-compliance.

FAQ

Key Financial Figures

• $0.0005 — ch Registered Common Stock, par value $0.0005 PRPH Nasdaq Capital Market Indic
• $1.00 — iness days had closed below the minimum $1.00 per share required for continued listin
• $5 million — ly has stockholders' equity of at least $5 million. In the event the Company does not rega
• $1.00 b — any does not regain compliance with the $1.00 bid price requirement by June 24, 2025, e

Filing Documents

• form8-k.htm (8-K) — 39KB
• 0001493152-24-052297.txt ( ) — 212KB
• prph-20241226.xsd (EX-101.SCH) — 3KB
• prph-20241226_lab.xml (EX-101.LAB) — 33KB
• prph-20241226_pre.xml (EX-101.PRE) — 24KB
• form8-k_htm.xml (XML) — 4KB

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): December 26, 2024 PROPHASE LABS, INC. (Exact name of Company as specified in its charter) Delaware 000-21617 23-2577138 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.) 711 Stewart Avenue , Suite 200 Garden 11530 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (215) 345-0919 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Company under any of the following provisions ( see General Instruction A.2. below): 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 Exchange Act: Title of Each Class Trading Symbol Name of Each Exchange on Which Registered Common Stock, par value $0.0005 PRPH Nasdaq Capital Market Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (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 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On December 26, 2024, ProPhase Labs, Inc. (the "Company") received a letter from the Listing Qualifications Staff (the "Staff") of The Nasdaq Stock Market LLC ("Nasdaq") indicating that the bid price for the Company's common stock for the last 30 consecutive business days had closed below the minimum $1.00 per share required for continued listing under Nasdaq Listing Rule 5550(a)(2). Under Nasdaq Listing Rule 5810(c)(3)(A), the Company has been granted a 180 calendar day grace period, or until June 24, 2025, to regain compliance with the minimum bid price requirement. The continued listing standard will be met if the Company evidences a closing bid price of at least $1.00 per share for a minimum of 10 consecutive business days during the 180 calendar day grace period. In order for Nasdaq to consider granting the Company additional time beyond June 24, 2025, the Company would be required, among other things, to meet the continued listing requirement for market value of publicly held shares as well as all other standards for initial listing on Nasdaq, with the exception of the minimum bid price requirement. If measured today, the Company would qualify for Nasdaq's consideration of an extension because the Company currently has stockholders' equity of at least $5 million. In the event the Company does not regain compliance with the $1.00 bid price requirement by June 24, 2025, eligibility for Nasdaq's consideration of a second 180 day grace period would be determined on the Company's compliance with the above referenced criteria on June 24, 2025. The Company is diligently working to evidence compliance with the minimum bid price requirement for continued listing on Nasdaq; however, there can be no assurance that the Company will be able to regain compliance or that Nasdaq will grant the Company a further extension of time to regain compliance, if necessary. If the Company fails to regain compliance with the Nasdaq continued listing standards, its common stock will be subject to delisting from Nasdaq. Forward-Looking This Current Report on Form 8-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements contained in this Current Report on Form 8-K other than statements of historical fact are forward-looking statements. Such forward-looking statements include, among other things, statements regarding the Company's ability to regain compliance with Nasdaq listing standards or receive additional time from Nasdaq to regain compliance if necessary. Such statements can be identified by the fact that they do not relate strictly to historical or current facts. Words such as "believes," "anticipates," "plans," "expects," "intends," "will," "goal," "potential" and the negative of such terms or other similar expressions m

View Full Filing

View this 8-K filing on SEC EDGAR