v3.26.1
SUBSEQUENT EVENTS
12 Months Ended
Dec. 31, 2025
Subsequent Events [Abstract]  
SUBSEQUENT EVENTS

20. SUBSEQUENT EVENTS

 

As discussed in Note 10, “Debentures,” on January 2, 2026, the Company entered into the January 2026 Debentures and January 2026 Debenture Warrants and issued $7,000,000 in convertible debentures at $2.41 per share and issued 3,013,245 warrants at a strike price of $2.41. The January 2026 Debenture and the January 2026 Debenture Warrants each have down-round provisions whereby the conversion and strike prices will be adjusted downward if the Company issues equity instruments at lower prices.

 

From January 1, 2026 to March 24, 2026, the Company repurchased 3,090,038 common shares in the open market for a total cost of $2,868,398 pursuant to the Repurchase Program.

 

On February 9, 2026, the Company filed Form S-3 with the SEC to register up to 4,792,533 of its common shares. As of March 24, 2026, this Form S-3 has not been declared effective.

 

On March 13, 2026, the Company received a letter from Nasdaq that it no longer complies with Rule 5550(a)(2) of Nasdaq’s Listing Rules (the “Rules”) which require listed securities to maintain a minimum bid price of $1 per share. Based upon the closing bid price for the last 30 consecutive business days (January 29, 2026 to March 12, 2026), the Company no longer meets this requirement. Normally, a company would be afforded a compliance period of 180 calendar days to regain compliance with the Rule. However, pursuant to Listing Rule 5810(c)(3)(A)(iv), the Company is not eligible for any compliance period specified in Rule 5810(c)(3)(A) due to the fact that the Company has effected a reverse stock split over the prior one-year period and has effected one or more reverse stock splits over the prior two-year period with a cumulative ratio of 250 shares or more to one. The Company requested an appeal, on March 20, 2026, of the Staff’s determination to a Hearing Panel (the “Panel”) pursuant to the procedures set forth in the Nasdaq Listing Rule 5800 Series. The Company’s appeal to the Panel will prevent the suspension of the Company’s securities pending the Panel’s decision.