TC BioPharm Faces Nasdaq Delisting Warning Over Bid Price Rule

TL;DR

**TCBP got a Nasdaq delisting warning for low stock price; has until June 26, 2024, to fix it or get booted.**

AI Summary

TC BioPharm (Holdings) plc announced on January 4, 2024, that it received a delisting notice from Nasdaq on December 28, 2023, because its American Depositary Shares (ADSs) failed to maintain a minimum bid price of $1.00 for 30 consecutive business days. The company has 180 calendar days, until June 26, 2024, to regain compliance. This matters to investors because failure to meet this requirement could lead to the company's stock being delisted from Nasdaq, potentially reducing liquidity and making it harder to trade shares.

Why It Matters

This notice signals potential delisting, which could severely impact the stock's liquidity and investor confidence, making shares less attractive and harder to sell.

Risk Assessment

Risk Level: high — The company is at high risk of delisting, which could significantly harm its stock's value and trading accessibility.

Analyst Insight

A smart investor would monitor TC BioPharm's stock price closely and evaluate the company's strategy to regain Nasdaq compliance before making any investment decisions, as delisting could severely impact liquidity and value.

Key Numbers

• $1.00 — Minimum Bid Price (The threshold TC BioPharm's ADSs failed to maintain for 30 consecutive business days.)
• 180 — Calendar Days (The period TC BioPharm has to regain compliance with Nasdaq's listing rule.)

Key Players & Entities

• TC BioPharm (Holdings) plc (company) — the registrant receiving the delisting notice
• Nasdaq (company) — the stock exchange issuing the delisting notice
• $1.00 (dollar_amount) — the minimum bid price requirement
• December 28, 2023 (date) — date Nasdaq issued the delisting notice
• January 4, 2024 (date) — date of the 8-K filing
• June 26, 2024 (date) — deadline to regain compliance with Nasdaq's bid price rule

Forward-Looking Statements

• TC BioPharm will execute a reverse stock split to increase its share price above $1.00. (TC BioPharm (Holdings) plc) — medium confidence, target: June 26, 2024
• The company's stock price will remain volatile as it attempts to regain compliance. (TC BioPharm (Holdings) plc) — high confidence, target: June 26, 2024

FAQ

Key Financial Figures

• $1.00 — epositary Shares (the "ADSs") was below $1.00 for a period of 30 consecutive business

Filing Documents

• form8-k.htm (8-K) — 46KB
• ex99-1.htm (EX-99.1) — 7KB
• 0001493152-24-000587.txt ( ) — 272KB
• tcbp-20240104.xsd (EX-101.SCH) — 4KB
• tcbp-20240104_def.xml (EX-101.DEF) — 26KB
• tcbp-20240104_lab.xml (EX-101.LAB) — 36KB
• tcbp-20240104_pre.xml (EX-101.PRE) — 25KB
• form8-k_htm.xml (XML) — 6KB

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 4, 2024 (December 28, 2023) TC Biopharm (Holdings) PLC (Exact name of registrant as specified in charter) Scotland 001-41231 N/A (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) Maxim 1, 2 Parklands Way , Holytown , Motherwell , Scotland, United Kingdom ML1 4WR (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: +44 (0) 141 433 7557 Not Applicable (Former name or former address, if changed since last report) 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: Title of each class Trading Symbol(s) Name of each exchange on which registered American Depositary Shares, each representing twenty Ordinary Shares, nominal value 0.0001 per share TCBP The Nasdaq Stock Market LLC Ordinary Shares, nominal value 0.0001 per share* N/A The Nasdaq Stock Market LLC Warrants TCBPW The Nasdaq Stock Market LLC * Not for trading, but only in connection with the listing of the American Depositary Shares on The NASDAQ Stock Market LLC. 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 As previously announced, on June 22, 2023, TC Biopharm (Holdings) plc (the "Company") received a written notification from the listing qualifications staff of the Nasdaq Stock Market, LLC ("Nasdaq") indicating that the minimum closing bid price per share for its American Depositary Shares (the "ADSs") was below $1.00 for a period of 30 consecutive business days and that the Company did not meet the minimum bid price requirement set forth in Nasdaq Listing Rule 5550(a)(2). Pursuant to Nasdaq Listing Rule 5810(c)(3)(A), the Company had a compliance period of 180 calendar days, or until December 19, 2023 (the "Compliance Period"), to regain compliance with Nasdaq's minimum bid price requirement. If at any time during the Compliance Period, the closing bid price per share of the Company's ADSs is at least $1.00 for a minimum of ten consecutive business days, Nasdaq will provide the Company a written confirmation of compliance and the matter will be closed. On December 28, 2023, the Company received a letter from Nasdaq indicating that it has not regained compliance with the rule and is was not eligible for a second 180 day period. On January 2, 2024, the Company received written confirmation from Nasdaq that it has determined that for the last 10 consecutive business days, from December 15, 2023 to December 29, 2023, the closing bid price of the Company's securities has been at $1.00 per share or greater. Accordingly, the Company has regained compliance with Listing Rule 5550(a)(2) and the matter is now closed. Item 8.01 Other Events As indicated above, on January 2, 2024, the Company received written confirmation from Nasdaq that it has determined that for the last 10 consecutive business days, from December 15, 2023 to December 29, 2023, the closing bid price of the Company's ADSs has been at $1.00 per share or greater. Accordingly, the Company has regained compliance with Listing Rule 5550(a)(2) and the matter is now closed. On January 4, 2024, the Company issued a press release announcing the minimum bid compliance described above under Item 3.01 of this Current Report on Form 8-K. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 99.1 Press Release, dated January 4, 2024 -2- SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the regis

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