Current Report Filing (8-k)
02 December 2022 - 9:01AM
Edgar (US Regulatory)
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2022-12-01
2022-12-01
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UNITED
STATES
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): December 1, 2022
EASTSIDE
DISTILLING, INC.
(Exact
name of registrant as specified in its charter)
Nevada |
|
001-38182 |
|
20-3937596 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
No.) |
2321
NE Argyle Street, Unit D
Portland,
Oregon 97211
(Address
of principal executive offices)
(Zip
Code)
Registrant’s
telephone number, including area code: (971) 888-4264
Securities
registered pursuant to Section 12(b) of the Act:
Common
Stock, $0.0001 par value |
|
EAST |
|
The
Nasdaq Stock Market LLC |
(Title of Each Class) |
|
(Trading Symbol) |
|
(Name of Each Exchange on
Which Registered) |
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)) |
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (CFR
§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (CFR §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. |
As
previously reported, on June 3, 2022 Eastside Distilling, Inc. (“Eastside Distilling” or the “Company”) received
written notice from the Listing Qualifications Department (the “Staff”) of the Nasdaq Stock Market, LLC (“Nasdaq”)
that, for the preceding 30 consecutive business days, the closing bid price for Eastside Distilling’s Common Stock had been below
$1.00 per share and, as a result, Eastside Distilling was not in compliance with the $1.00 minimum bid price requirement for continued
listing on the Nasdaq Capital Market, as set forth in Nasdaq Listing Rule 5550(a)(2) (the “Bid Price Requirement”).
In accordance with Nasdaq rules, the Company was provided a period of 180 calendar days, or until
November 30, 2022, to regain compliance with the Bid Price Requirement.
On
December 1, 2022, the Company received written notification from the Staff granting its request
for a 180-day extension to regain compliance with the Bid Price Requirement. Eastside Distilling now has until May 30, 2023 to meet the
requirement. If at any time prior to May 30, 2023, the bid price of the Company’s Common Stock closes at $1.00 per share or more
for a minimum of 10 consecutive business days, it will regain compliance with the Bid Price Requirement. If compliance with the
Bid Price Requirement cannot be demonstrated by May 30, 2023, the Staff will provide written notification that Eastside Distilling’s
Common Stock will be delisted from the Nasdaq Capital Market. At that time, Eastside Distilling may appeal Nasdaq’s determination
to a Hearings Panel.
Eastside
Distilling will actively monitor the closing bid price of its Common Stock and will, if appropriate, implement available options, including
a reverse stock split, to regain compliance with the Bid Price Requirement under the Nasdaq Listing Rules.
Item 9.01 |
Financial Statements and Exhibits |
Exhibit |
|
Description |
|
|
|
104 |
|
Cover
page interactive data file (embedded within the iXBRL document) |
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:
December 1, 2022
|
EASTSIDE
DISTILLING, INC. |
|
|
|
|
By: |
/s/
Geoffrey Gwin |
|
|
Geoffrey Gwin |
|
|
Chief Executive Officer
and Chief Financial Officer |
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