Momentus Inc.

10/24/2024 | Press release | Distributed by Public on 10/24/2024 13:24

Failure to Satisfy Listing Rule Form 8 K

Item 3.01
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
On October 17, 2024, Momentus Inc., a Delaware corporation (the "Company"), received notice from the Listing Qualifications Department of The Nasdaq Capital Market LLC ("Nasdaq") notifying the Company that it was not in compliance with the requirements of Nasdaq Listing Rule 5550(b) as a result of not having a minimum of $2,500,000 in stockholders' equity for continued listing as of June 30, 2024, a market value of listed securities of at least $35 million, or net income from continuing operations of $500,000 in the most recently completed fiscal year or in two of the last three most recently completed fiscal years.
While the Notice has no immediate effect on the listing of the Company's shares on Nasdaq, as previously disclosed on September 26, 2024, the Company previously received deficiency notifications from Nasdaq that resulted in the Company requesting a hearing before a Nasdaq Hearing Panel ("Panel") to appeal Nasdaq's delisting determination. The Company has requested such a hearing and intends to also address this latest notice of deficiency at the hearing. Additionally, the Company recently filed its Quarterly Reports on Form 10-Q for the quarters ended March 31, 2024 and June 30, 2024, resolving two of the deficiencies previously identified by Nasdaq. However, if the Panel does not accept the Company's plan to regain compliance with the Nasdaq listing rules, the Company's common stock will be subject to delisting from Nasdaq.
Cautionary Statement regarding Forward-Looking Statements

This Current Report includes "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of present or historical fact included in this Current Report, are forward-looking statements. Forward-looking statements include, but are not limited to, statements regarding the Company's or its management team's expectations, hopes, beliefs, intentions or strategies regarding the future, and projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, and are not guarantees of future performance. The words "may," "will," "anticipate," "believe," "expect," "continue," "could," "estimate," "future," "expect," "intends," "may," "might," "plan," "possible," "potential," "aim," "strive," "predict," "project," "should," "would" and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking.

Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on our current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. For a discussion identifying additional important factors that could cause actual results to differ materially from those anticipated in the forward-looking statements, see the Company's filings with the U.S. Securities and Exchange Commission (the "SEC") including, but not limited to, "Risk Factors" in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2023 (the "Form 10-K"), and "Management's Discussion and Analysis of Financial Condition and Results of Operations" in the Company's Form 10-K. The Company's filings with the SEC may be accessed through the Investor Relations page of its website, investors.momentus.space, or through the website maintained by the SEC at www.sec.gov. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and, except as required by law, the Company assumes no obligation and does not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise.