SCWorx Corp. Enters Agreement, Faces Delisting Notice

Ticker: WORX · Form: 8-K · Filed: Apr 17, 2024 · CIK: 1674227

Scworx Corp. 8-K Filing Summary
FieldDetail
CompanyScworx Corp. (WORX)
Form Type8-K
Filed DateApr 17, 2024
Risk Levelhigh
Pages2
Reading Time3 min
Key Dollar Amounts$0.001, $330,000, $300,000, $30,000, $462,000
Sentimentmixed

Sentiment: mixed

Topics: material-agreement, delisting-notice, listing-rules

TL;DR

SCWorx signed a deal but might get kicked off the exchange. Big news.

AI Summary

SCWorx Corp. announced on April 12, 2024, that it entered into a material definitive agreement. The company also received a notice of delisting or failure to satisfy a continued listing rule or standard, indicating potential issues with its stock exchange compliance. Additionally, other events were reported on the same date.

Why It Matters

This filing signals potential financial or operational challenges for SCWorx Corp., as it faces delisting concerns alongside a new material agreement.

Risk Assessment

Risk Level: high — The notice of delisting or failure to satisfy continued listing rules indicates a significant risk to the company's public trading status.

Key Players & Entities

  • SCWorx Corp. (company) — Registrant
  • April 12, 2024 (date) — Date of Earliest Event Reported

FAQ

What is the nature of the material definitive agreement entered into by SCWorx Corp. on April 12, 2024?

The filing does not specify the details of the material definitive agreement, only that one was entered into on April 12, 2024.

What specific listing rule or standard has SCWorx Corp. failed to satisfy, leading to the notice of delisting?

The filing does not provide specific details regarding which listing rule or standard SCWorx Corp. has failed to satisfy.

What are the potential consequences of SCWorx Corp. failing to satisfy continued listing rules?

Failure to satisfy continued listing rules could result in the transfer of the company's listing to a different exchange or outright delisting.

Are there any other significant events reported by SCWorx Corp. on April 12, 2024, besides the agreement and delisting notice?

Yes, the filing indicates that 'Other Events' were also reported on April 12, 2024, though details are not provided in this summary.

What was SCWorx Corp.'s former company name, and when did the name change occur?

SCWorx Corp.'s former company name was Alliance MMA, Inc., and the name change occurred on May 10, 2016.

Filing Stats: 740 words · 3 min read · ~2 pages · Grade level 11.7 · Accepted 2024-04-17 16:32:22

Key Financial Figures

  • $0.001 — ch registered Common stock, par value $0.001 per share WORX The Nasdaq Capital M
  • $330,000 — d promissory note in the face amount of $330,000, in exchange for which it received cash
  • $300,000 — which it received cash in the amount of $300,000 ("Note"). In addition to the original i
  • $30,000 — ition to the original issue discount of $30,000, the note bears interest at the rate of
  • $462,000 — on award in the amount of approximately $462,000. The vendor has since obtained a judgme
  • $502,000 — judgment in the amount of approximately $502,000 (including interest). The Registrant ha

Filing Documents

01. Entry into a Material Definitive

Item 1.01. Entry into a Material Definitive Agreement Financing Transaction On April 12, 2024, SCWorx Corp. (the "Registrant") issued a secured promissory note in the face amount of $330,000, in exchange for which it received cash in the amount of $300,000 ("Note"). In addition to the original issue discount of $30,000, the note bears interest at the rate of 5% per annum, is due and payable May 10, 2024 and is secured by all the Registrant's assets.

01 Other

Item 8.01 Other Additional Proposed Financing In connection with the issuance of the Note referenced under Item 1.01, the Registrant entered into a non-binding term sheet ("Term Sheet") with the institutional investor that purchased the Note for a more substantial financing transaction (the "Term Sheet Financing"). It is anticipated that the Note will be paid out of any proceeds of the anticipated Term Sheet Financing, which financing is subject to the negotiation, execution and delivery of definitive documents by the parties, and there is no assurance that such transaction will be consummated on terms acceptable to the Registrant or at all.

01. Notice of Delisting or Failure

Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On April 17, 2024, the Nasdaq Stock Market notified the Registrant that it has failed to satisfy a a standard for continued listing, namely Nasdaq Listing Rule 5250(c)(1), because the Registrant did not file its Annual Report on Form 10-K by the extended due date of April 15, 2024. The Registrant is working with its independent registered public accounting firm to complete the audit of its financial statements as expeditiously as possible, following which the Registrant will promptly file its Annual Report on Form 10-K. The Registrant intends to notify the Nasdaq of this plan to rectify the existing filing deficiency.

01 Other

Item 8.01 Other Payment of Arbitration Award As previously disclosed, the Registrant is indebted to a vendor pursuant to an arbitration award in the amount of approximately $462,000. The vendor has since obtained a judgment in the amount of approximately $502,000 (including interest). The Registrant has agreed to pay the amount of the judgment to the vendor out of capital raised, in exchange for which the vendor has agreed not to enforce its judgment for thirty days (until May 12, 2024). The Registrant intends to pay the amount of the judgment out of the proceeds from the capital raise contemplated by the Term Sheet. 1

SIGNATURES

SIGNATURES 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. Dated: April 17, 2024 SCWorx Corp. By: /s/ Timothy A. Hannibal Name: Timothy A. Hannibal Title: Chief Executive Officer 2

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