Singing Machine Faces Nasdaq Delisting Risk

TL;DR

Singing Machine might get kicked off Nasdaq - big trouble.

AI Summary

On February 27, 2024, The Singing Machine Company, Inc. filed an 8-K to report a notice of delisting or failure to satisfy a continued listing rule or standard. The company is facing potential delisting from the Nasdaq Capital Market due to not meeting certain continued listing requirements.

Why It Matters

This filing indicates potential financial distress or non-compliance with exchange rules, which could significantly impact the company's stock value and investor confidence.

Risk Assessment

Risk Level: high — The company is at risk of being delisted from a major stock exchange, which is a severe indicator of financial or operational issues.

Key Players & Entities

• The Singing Machine Company, Inc. (company) — Registrant
• Nasdaq Capital Market (company) — Stock Exchange
• February 27, 2024 (date) — Date of event

FAQ

Key Financial Figures

• $0.01 — ch registered Common stock, par value $0.01 per share MICS The Nasdaq Stock Mar
• $1.00 — common stock listed on Nasdaq was below $1.00 for 30 consecutive trading days, the Co

Filing Documents

• form8-k.htm (8-K) — 37KB
• 0001493152-24-008512.txt ( ) — 206KB
• mics-20240227.xsd (EX-101.SCH) — 3KB
• mics-20240227_lab.xml (EX-101.LAB) — 33KB
• mics-20240227_pre.xml (EX-101.PRE) — 22KB
• 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): February 27, 2024 THE SINGING MACHINE COMPANY, INC. (Exact name of registrant as specified in charter) Delaware 001-41405 95-3795478 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) 6301 NW 5th Way , Suite 2900 Fort Lauderdale , FL 33309 (Address of principal executive offices) (Zip Code) (954) 596-1000 (Registrant's telephone number, including area code) 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 ( 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 Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common stock, par value $0.01 per share MICS The Nasdaq Stock Market LLC (The 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 If an emerging growth company, indicate by check mart 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 February 27, 2024, The Singing Machine Company, Inc. (the "Company") received a notification letter from the Listing Qualifications Department of The Nasdaq Stock Market LLC ("Nasdaq") notifying the Company that, because the closing bid price for the Company's common stock listed on Nasdaq was below $1.00 for 30 consecutive trading days, the Company no longer meets the minimum bid price requirement for continued listing on The Nasdaq Capital Market under Nasdaq Marketplace Rule 5550(a)(2), requiring a minimum bid price of $1.00 per share (the "Minimum Bid Price Requirement"). The notification has no immediate effect on the listing of the Company's common stock. In accordance with Nasdaq Marketplace Rule 5810(c)(3)(A), the Company has a period of 180 calendar days from February 27, 2024, or until August 26, 2024, to regain compliance with the Minimum Bid Price Requirement. If at any time before August 26, 2024, the bid price of the Company's common stock closes at or above $1.00 per share for a minimum of 10 consecutive business days, Nasdaq will provide written notification that the Company has achieved compliance with the Minimum Bid Price Requirement. The notification letter also disclosed that in the event the Company does not regain compliance with the Minimum Bid Price Requirement by August 26, 2024, the Company may be eligible for additional time. To qualify for additional time, the Company would be required to meet the continued listing requirement for market value of publicly held shares and all other initial listing standards for The Nasdaq Capital Market, with the exception of the bid price requirement, and would need to provide written notice of its intention to cure the deficiency during the second compliance period, by effecting a reverse stock split, if necessary. If the Company meets these requirements, Nasdaq will inform the Company that it has been granted an additional 180 calendar days to regain compliance. However, if it appears to the staff of Nasdaq (the "Staff") that the Company will not be able to cure the deficiency, or if the Company is otherwise not eligible, the Staff would notify the Company that its securities will be subject to delisting. The Company intends to continue actively monitoring the bid price for its common stock between now and August 26, 2024, and will consider available options to resolve the deficiency and regain compliance with the Minimum Bid Price Requirement. 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: March 1, 2024 THE SINGING MACHINE COMPANY, INC. By: /s/ Gary Atkinson Gary Atkinson Chief Executive Officer

View Full Filing

View this 8-K filing on SEC EDGAR