Rubicon Receives Notice of Non-Compliance with NYSE Trading Share Price and Market Capitalization Listing Rules
23 March 2024 - 7:10AM
Business Wire
Rubicon Technologies, Inc. (“Rubicon” or the “Company”) (NYSE:
RBT), a leading provider of technology solutions for waste,
recycling, and fleet operations, today announced that on March 18,
2024 it received a notice (the “Notice”) from the New York Stock
Exchange (the “NYSE”) informing the Company that it is no longer in
compliance with Sections 802.01B and 802.01C of the NYSE Listed
Company Manual. The Company was notified by the NYSE that it was
not in compliance with Section 802.01B (the “Market Cap
Deficiency”) because it had an average global market
capitalization, over a consecutive 30 trading-day period, that is
less than $50,000,000 and, at the same time, its stockholders’
equity is less than $50,000,000. The Company was concurrently
notified by the NYSE that it was also not in compliance with
Section 802.01C (the “Share Price Deficiency”, together with the
Market Cap Deficiency, the “Deficiencies”) because the average
closing price of the Company’s Class A common stock was less than
$1.00 over a consecutive 30 trading-day period. The Notice does not
result in the immediate delisting of the Company’s Class A common
stock from the NYSE. The Company plans to notify the NYSE by no
later than April 1, 2024 (ten business days after receipt of the
Notice) that it intends to cure the Deficiencies and return to
compliance with the NYSE continued listing standard.
Share Price Deficiency
The NYSE provides a period of six months (the “Share Price Cure
Period”) following receipt of the Notice to regain compliance with
the minimum stock price requirement for continued listing on the
NYSE. Rubicon can regain compliance at any time during the Share
Price Cure Period if, on the last trading day of any calendar month
during the Share Price Cure Period, Rubicon has: (i) a closing
stock price of at least $1.00 and (ii) an average closing stock
price of at least $1.00 over the 30-day trading period ending on
the last trading day of that month.
The Company intends to consider available alternatives no later
than at the Company's annual meeting of stockholders, if necessary,
to cure the stock price non-compliance. Under the NYSE’s rules, if
the Company determines that it will cure the Share Price Deficiency
by taking an action that will require stockholder approval at its
next annual meeting of stockholders, the price condition will be
deemed cured if the price promptly exceeds $1.00 per share, and the
price remains above that level for at least the following 30
trading days.
Market Cap Deficiency
In accordance with applicable NYSE procedures, the Company has
45 days from receipt of the Notice to submit a business plan
advising the NYSE of the definitive action(s) the Company has
taken, or is taking, that would bring it into compliance with
continued listing standards within 18 months of receipt of the
Notice (the “Market Cap Cure Period,” together with the Share Price
Cure Period, the “Cure Periods”). The NYSE will review the plan
and, within 45 days of its receipt, determine whether the Company
has made a reasonable demonstration of an ability to conform to the
relevant standards in the 18-month period. If the NYSE accepts the
plan, the Company's Class A common stock will continue to be listed
and traded on the NYSE during the 18-month period, subject to the
Company's compliance with the other continued listing standards of
the NYSE and continued periodic review by the NYSE of the Company's
progress with respect to its plan. Rubicon is currently evaluating
its available options and developing a plan to regain compliance
with the minimum global market capitalization requirement.
The Company’s Class A common stock will continue to be listed
and trade on the NYSE during the Cure Periods, subject to the
Company’s compliance with other NYSE continued listing
standards.
About Rubicon
Rubicon builds AI-enabled technology products and provides
expert sustainability solutions to waste generators, fleet
operators, and material processors to help them understand, manage,
and reduce waste. As a mission-driven company, Rubicon helps its
customers improve operational efficiency, unlock economic value,
and deliver better environmental outcomes. To learn more, visit
rubicon.com.
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version on businesswire.com: https://www.businesswire.com/news/home/20240322353823/en/
Investor Contact: Alexandra Clark
Director of Finance & Investor Relations
alexandra.clark@rubicon.com
Media Contact: Benjamin Spall Sr.
Manager, Corporate Communications benjamin.spall@rubicon.com
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