Current Report Filing (8-k)
11 June 2021 - 7:02AM
Edgar (US Regulatory)
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
June 9, 2021
Date of Report (Date of earliest event reported)
GREENCITY ACQUISITION CORPORATION
(Exact name of registrant as specified in its
charter)
Cayman Islands
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001-39404
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n/a
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(I.R.S. Employer
Identification No.)
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505
Eshan Road, Floor 6,
Pudong New District, Shanghai, China
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200120
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including
area code: (+86) 21-20257919
N/A
(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:
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¨
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Written communications pursuant
to Rule 425 under the Securities Act
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¨
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Soliciting material pursuant to
Rule 14a-12 under the Exchange Act
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¨
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Pre-commencement communications
pursuant to Rule 14d-2(b) under the Exchange Act
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¨
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Pre-commencement communications
pursuant to Rule 13e-4(c) under the Exchange Act
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Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities
Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company x
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. ¨
Securities registered pursuant to Section 12(b)
of the Act:
Title of each class
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Trading Symbol(s)
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Name of each exchange on which
registered
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Units, each consisting of one ordinary share, par value $0.001,
one redeemable warrant to purchase one-half ordinary share
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GRCYU
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The Nasdaq Stock Market LLC
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Ordinary Share
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GRCY
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The Nasdaq Stock Market LLC
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Redeemable warrants, each warrant exercisable
for one-half ordinary share
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GRCYW
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The Nasdaq Stock Market LLC
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Item 3.01.
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Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
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As reported by Greencity Acquisition Corporation
(the “Company”) in its Form 12b-25 filed with the Securities and Exchange Commission (the "SEC")
on May 17, 2021, the Company was unable to file its Quarterly Report on Form 10-Q for the quarter ended March 31, 2021 (the “Form
10-Q”) within the prescribed time period without unreasonable effort or expense. The extension period provided under Rule 12b-25
expired on May 24, 2021.
On June 9, 2021, the Company received a notice
from the Listing Qualifications Department of The Nasdaq Stock Market (“Nasdaq”) (the “Notice”)
stating that the Company is not in compliance with Nasdaq Listing Rule 5250(c)(1) (the “Rule”) because it has not
timely filed the Form 10-Q with the SEC. The Rule requires listed companies to timely file all required periodic financial reports
with the SEC. The Notice has no immediate effect on the listing or trading of the Company’s securities. However, if the
Company fails to timely regain compliance with the Rule, the Company’s securities will be subject to delisting from Nasdaq.
Under Nasdaq rules, the Company has 60 calendar
days from receipt of the Notice (June 9, 2021) or until August 9, 2021, to submit a plan to regain compliance with the Rule. If Nasdaq
accepts the Company's plan, then Nasdaq may grant an exception of up to 180 calendar days from the due date of the Form 10-Q (May 24,
2021), or until November 22, 2021, to regain compliance. However, there can be no assurance that Nasdaq will accept the Company's plan
to regain compliance or that the Company will be able to regain compliance within any extension period granted by Nasdaq. If Nasdaq does
not accept the Company’s plan, then the Company will have the opportunity to appeal that decision to a Nasdaq hearings
panel.
As noted above, the Company is working diligently
to complete its Form 10-Q. The Company intends to file the Form 10-Q as soon as practicable to regain compliance with the Nasdaq Listing
Rule.
On June 10, 2021, the Company issued a press release
announcing its receipt of the Notice. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01
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Financial Statements and Exhibits
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SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, the Registrant has duly caused this Report on Form 8-K to be signed on its behalf as of June 10, 2021 by the undersigned
hereunto duly authorized.
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Greencity Acquisition Corporation
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By:
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/s/ Ming Zhang
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Ming Zhang
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Chief Executive Officer
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Greencity Acquisition (NASDAQ:GRCY)
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