Current Report Filing (8-k)
23 May 2017 - 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
Date
of Report (Date of earliest event reported): May 19, 2017
INPIXON
(Exact
name of registrant as specified in its charter)
Nevada
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001-36404
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88-0434915
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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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2479
E. Bayshore Road, Suite 195
Palo
Alto, CA
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94303
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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:
(408) 702-2167
N/A
(Former
name or former address, if changed since last report)
Check
the appropriate box below if the Form 8-K 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)
|
☐
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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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 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company
þ
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.
þ
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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On
May 19, 2017, Inpixon (the “Company”) received written notice from the Listing Qualifications Staff of The Nasdaq
Stock Market notifying the Company that it no longer complies with Nasdaq Listing Rule 5550(b)(1) due to the Company’s failure
to maintain a minimum of $2,500,000 in stockholders’ equity (the “Minimum Stockholders’ Equity Requirement”)
or any alternatives to such requirement. The Company reported stockholders’ equity of ($2,483,000) in its Quarterly Report
on Form 10-Q for the quarterly period ended March 31, 2017.
Nasdaq’s
notice has no immediate effect on the listing of the Company’s common stock on The Nasdaq Capital Market. Under Nasdaq Listing
Rule 5810(c)(2), the Company has 45 days, or until July 3, 2017, to provide Nasdaq with a plan to regain compliance with the Minimum
Stockholders’ Equity Requirement. If Nasdaq accepts the Company’s plan, Nasdaq may grant an extension of up to 180
calendar days from the date of the notice, or until November 15, 2017, to evidence compliance with the Minimum Stockholders’
Equity Requirement. If Nasdaq does not accept the Company’s plan, the Company will have the right to appeal such decision
to a Nasdaq hearings panel.
The
Company is currently evaluating various courses of action to regain compliance with the Minimum Stockholders’ Equity Requirement
and intends to provide Nasdaq with a plan before July 3, 2017. There can be no assurance that Nasdaq will accept the Company’s
plan or that the Company will be able to regain compliance with the Minimum Stockholders’ Equity Requirement or maintain
compliance therewith or with any other Nasdaq requirement in the future.
Cautionary
Note Regarding 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, including, without limitation, statements related to (i) the Company’s intent to provide Nasdaq with
a plan to regain compliance with the Minimum Stockholders’ Equity Requirement, (ii) the Company’s ability to regain
or maintain compliance with the Minimum Stockholders’ Equity Requirement or any other Nasdaq requirement, and (iii) Nasdaq
granting the Company an additional 180 days to regain compliance with the Minimum Stockholders’ Equity Requirement. The
words “intend,” “may,” “should,” “would,” “expect,” “plan,”
“anticipate,” “believe,” “estimate,” “predict,” “potential” or “continue”
or the negative of these terms or other comparable terminology are intended to identify forward-looking statements, although not
all forward-looking statements contain these identifying words. While the Company believes its plans, intentions and expectations
reflected in those forward-looking statements are reasonable, these plans, intentions or expectations may not be achieved. The
Company’s actual results, performance or achievements could differ materially from those contemplated, expressed or implied
by the forward-looking statements. For information about the factors that could cause such differences, please refer to the Company’s
filings with the U.S. Securities and Exchange Commission. Given these uncertainties, you should not place undue reliance on these
forward-looking statements. The Company assumes no obligation to update any forward-looking statement.
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.
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INPIXON
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Date:
May 22, 2017
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By:
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/s/
Nadir Ali
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Name:
Nadir Ali
Title:
Chief Executive Officer
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