SOCIETY PASS INC. Faces Delisting Concerns
Ticker: SOPA · Form: 8-K · Filed: Aug 27, 2024 · CIK: 1817511
Sentiment: bearish
Topics: delisting, listing-standards, compliance
TL;DR
SOCIETY PASS INC. is on the verge of being delisted.
AI Summary
SOCIETY PASS INCORPORATED filed an 8-K on August 27, 2024, reporting a notice of delisting or failure to satisfy continued listing rules as of August 21, 2024. The company, incorporated in Nevada, is involved in business services.
Why It Matters
This filing indicates potential issues with Society Pass's continued listing on an exchange, which could impact its stock trading and investor confidence.
Risk Assessment
Risk Level: high — A notice of delisting directly threatens the company's ability to remain publicly traded, posing a significant risk to investors.
Key Players & Entities
- SOCIETY PASS INCORPORATED (company) — Registrant
- August 21, 2024 (date) — Date of earliest event reported
- August 27, 2024 (date) — Date of report
- Nevada (jurisdiction) — State of incorporation
FAQ
What specific rule or standard has Society Pass Incorporated failed to satisfy?
The filing states it is a 'Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard' but does not specify which rule was violated in the provided text.
What is the date of the earliest event reported in this 8-K filing?
The earliest event reported is dated August 21, 2024.
What is the principal executive office address for Society Pass Incorporated?
The principal executive offices are located at 701 S. Carson Street, Suite 200, Carson City, Nevada, 89701.
What is the company's telephone number?
The registrant's telephone number is (+65) 6518-9385.
What is the Standard Industrial Classification (SIC) code for Society Pass Incorporated?
The SIC code is 7389, categorized under SERVICES-BUSINESS SERVICES, NEC.
Filing Stats: 925 words · 4 min read · ~3 pages · Grade level 15.7 · Accepted 2024-08-27 17:00:09
Key Financial Figures
- $0.0001 — h registered Common Stock, par value $0.0001 per share SOPA The Nasdaq Stock Mar
- $2.5 million — that the Company maintain a minimum of $2.5 million in stockholders' equity (the "Deficienc
Filing Documents
- ea0212124-8k_society.htm (8-K) — 28KB
- 0001213900-24-073021.txt ( ) — 200KB
- sopa-20240821.xsd (EX-101.SCH) — 3KB
- sopa-20240821_lab.xml (EX-101.LAB) — 33KB
- sopa-20240821_pre.xml (EX-101.PRE) — 22KB
- ea0212124-8k_society_htm.xml (XML) — 4KB
01 Notice of Delisting or Failure to
Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On August 21, 2024, Society Pass Incorporated (the "Company") received a letter (the "Letter") from the staff of the Listing Qualifications Department (the "Staff") of The Nasdaq Stock Market LLC ("Nasdaq"), which notified the Company that it does not presently comply with Nasdaq's Listing Rule 5550(b)(1) (the "Listing Rule"), which requires that the Company maintain a minimum of $2.5 million in stockholders' equity (the "Deficiency"), and that the Company also does not meet the alternatives of market value of listed securities or net income from continuing operations set forth in the Listing Rule. The Letter does not have any immediate effect on the listing of the Company's common stock on the Nasdaq Capital Market, and the Company has 45 calendar days, or by October 7, 2024, to submit a plan to regain compliance. The Company intends to cure the Deficiency as follows: (i) the Company is moving Thoughtful Media Group Inc. ("TMG"), a wholly-owned subsidiary of the Company, towards its initial public offering (the "IPO"), for which the registration statement on Form S-1 (the "Form S-1") has been publicly filed with the Securities and Exchange Commission ("SEC") on August 15, 2024, and (ii) the Company has 2,000,000 shares of common stock of TMG registered for resale in the Form S-1 as part of the IPO, which will be available for the Company to raise additional capital when necessary. The Company expects to increase its stockholders' equity from the proceeds of the IPO, which will result in the Company regaining compliance with the Listing Rule, if the Company's proposed plan of compliance is successfully implemented. Notwithstanding the foregoing, there can be no assurance that the Company will be successful in its efforts to regain and maintain such compliance. If the Company's plan of compliance is accepted, the Staff can grant an extension of up to 180
Forward-Looking Statements
Forward-Looking Statements This Current Report on Form 8-K contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 that are intended to qualify for the safe harbor from liability established thereunder. Such forward-looking statements are subject to risks and uncertainties that are often difficult to predict, are beyond the Company's control, and which may cause results to differ materially from expectations, including the risk that the Company's intention to regain compliance with Nasdaq's listing rules will not be achieved. In addition, for a further discussion of factors that could materially affect the outcome of the Company's forward-looking statements and its future results and financial condition, see "Risk Factors" in Part I, Item 1A, of the Company's Annual Report on Form 10-K for the year ended December 31, 2023 and its other reports filed with the Securities and Exchange Commission. The Company does not undertake any obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. 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. Society Pass Incorporated By: /s/ Raynauld Liang Name: Raynauld Liang Title: Chief Executive Officer Date: August 27, 2024 2