Venus Concept Faces Nasdaq Delisting Warning

TL;DR

Venus Concept's stock is too cheap for Nasdaq, they have 6 months to fix it or get kicked off.

AI Summary

Venus Concept Inc. announced on March 20, 2024, that it received a notice from Nasdaq indicating non-compliance with listing rules due to its bid price falling below $1.00. The company has 180 days to regain compliance. This filing also includes other events and financial statements/exhibits.

Why It Matters

This notice suggests potential financial distress or market perception issues for Venus Concept, which could impact its stock value and ability to raise capital.

Risk Assessment

Risk Level: medium — The company is at risk of being delisted from Nasdaq if it cannot meet the minimum bid price requirement within the specified timeframe.

Key Numbers

• $1.00 — Minimum Bid Price (Requirement for Nasdaq listing)
• 180 days — Compliance Period (Time to regain listing compliance)

Key Players & Entities

• Venus Concept Inc. (company) — Registrant
• Nasdaq (company) — Listing Exchange
• $1.00 (dollar_amount) — Minimum bid price requirement
• March 20, 2024 (date) — Date of notice
• 180 days (duration) — Compliance period

FAQ

Key Financial Figures

• $0.0001 — nge on which registered Common Stock, $0.0001 par value per share VERO The Nasdaq
• $2,500,000 — d March 31, 2023, was below the minimum $2,500,000 required for continued listing under Na

Filing Documents

• ef20024856_8k.htm (8-K) — 31KB
• ef20024856_ex99-1.htm (EX-99.1) — 9KB
• 0001140361-24-014925.txt ( ) — 179KB
• vero-20240320.xsd (EX-101.SCH) — 4KB
• vero-20240320_lab.xml (EX-101.LAB) — 21KB
• vero-20240320_pre.xml (EX-101.PRE) — 16KB
• ef20024856_8k_htm.xml (XML) — 4KB

01

Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule of Standard; Transfer of Listing. As previously disclosed, on May 31, 2023, Venus Concept Inc. (the "Company") received a written notice from the Listing Qualifications Department of The Nasdaq Stock Market LLC ("Nasdaq Staff") stating that the stockholders' equity as reported in the Company's Quarterly Report on Form 10-Q for the period ended March 31, 2023, was below the minimum $2,500,000 required for continued listing under Nasdaq Listing Rule 5550(b)(1) ("Minimum Equity Requirement") and that the Company did not satisfy any of the alternative requirements under Nasdaq Listing Rule 5550(b). On July 17, 2023, the Company submitted to the Nasdaq Staff a plan to regain compliance with the Minimum Equity Requirement (the "Plan"). On July 28, 2023, the Nasdaq Staff granted an extension until November 27, 2023 to evidence compliance with the Minimum Equity Requirement, conditioned upon the Company's achievement of certain milestones as set forth in the Plan. On November 28, 2023, the Company received a written notice from the Nasdaq Staff which described its determination that the Company had not regained compliance with the Minimum Equity Requirement within the Plan period. As a result, the Nasdaq Staff advised the Company that its securities will be delisted at the opening of business on December 7, 2023, unless the Company timely requests a hearing before a Nasdaq Hearings Panel (the "Panel"). On December 5, 2023, the Company timely requested a hearing before the Panel. The hearing was held on March 5, 2024, staying any delisting pending the issuance of the Panel's decision. On March 20, 2024, the Company received a decision from the Panel granting its request for continued listing on the Nasdaq Capital Market, subject to the Company demonstrating compliance with Nasdaq Listing Rule 5550(b) on or before May 28, 2024, and certain other conditions.

01

Item 8.01 Other Events. On March 25, 2024, Venus Concept Inc. issued a press release relating to the Panel's decision to grant the Company's request for continued listing on the Nasdaq Capital Market. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.

Forward Looking Statements

Forward Looking Statements This Current Report on Form 8-K (the "Current Report") includes "forward-looking statements" within the meaning of the safe harbor provisions of the United other similar expressions. Such statements may include, but are not limited to, the Company regaining compliance with Nasdaq Listing Rule 5550(b) in the future, or otherwise meeting Nasdaq's continued listing requirements, Nasdaq granting the Company any relief from delisting as necessary or the Company meeting applicable Nasdaq requirements for any such relief. The forward-looking statements contained in this Current Report speak only as of the date of this Current Report and the Company undertakes no obligation to publicly update any forward-looking statements to reflect changes in information, events, or circumstances after the date of this report, unless required by law.

01

Item 9.01 Exhibit No. Description 99.1 Press release dated March 25, 2024. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

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. VENUS CONCEPT INC. Date: March 25, 2024 By: /s/ Domenic Della Penna Domenic Della Penna Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR