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Note 12 - Subsequent Events
9 Months Ended
Sep. 30, 2023
Notes to Financial Statements  
Subsequent Events [Text Block]

(12) SUBSEQUENT EVENTS:

 

Early Warrant Exercise Transaction

 

On October 20, 2023, the Company entered into a securities purchase agreement (“Purchase Agreement”) with certain accredited investors (the “Investors”) in which it raised approximately $2.4 million in a private offering. The Investors own vested warrants to purchase of approximately 3.4 million shares of the Company’s common stock at an exercise price of $0.71 per share (the “Original Warrants”), which they purchased in private offerings in April and May 2023. In the Offering, the Investors exercised their Original Warrants in full on or prior to October 20, 2023 in consideration of receipt of new warrants (“New Warrants”) with an exercise price equal to $0.95 per share, to purchase 110% of the number of shares of the Company’s common stock covered under the Original Warrants. The New Warrants will be exercisable for cash only and have a term of four years from the issuance date. The Investors include Rafael Holdings, a significant shareholder of the Company, several directors of the Company and management.

 

Nasdaq Delisting Notice

 

On May 14, 2023, the Company received a letter from the Listing Qualifications Staff (“Nasdaq Staff”) stating that Company was not in compliance with its rule regarding minimum stockholders’ equity (“Stockholders Equity Rule” or “Rule”) of $2.5 million as of its quarter ended March 31, 2023. Pursuant to the Nasdaq Listing Rules, the Company submitted a compliance plan to Nasdaq to regain compliance with this Rule. On August 1, 2023, the Company completed a private placement of its securities in which it raised $5 million (“Rafael Financing”) from Rafael Holdings, a significant shareholder. On August 1, 2023, Nasdaq notified the Company that based on its review of the Compliance Plan, the Company has been granted an extension to regain compliance with the Rule. Based on the completion of the Rafael Financing, the Company believed its stockholders equity exceeded $2.5 million as of August 1, 2023 and it had regained compliance with the Stockholders’ Equity Rule as of this date..

 

Pursuant to Nasdaq Listing Rules, the Company must evidence compliance with the Stockholders’ Equity Rule upon the filing of this Quarterly Report on Form 10-Q for the period ended September 30, 2023. The Company does not meet the requirement of having $2.5 million in stockholders’ equity as of September 30, 2023 and it may receive a delisting notice from Nasdaq. The Company believes that it will be in compliance with the Stockholders’ Equity Rule when it closes the Merger with AMTI.