Arogo Capital Acquisition Corp. Announces Receipt of Nasdaq Delisting Notice

Rhea-AI Summary

Arogo Capital Acquisition Corp. (Nasdaq: AOGO/AOGOU/AOGOW) has received a delisting notice from Nasdaq on August 12, 2024. The company is not compliant with the Nasdaq Listing Rule 5450(b)(2)(C), which requires a minimum market value of publicly held shares of $15,000,000. Arogo has a 180-day compliance period until February 8, 2025, to regain compliance by maintaining the required market value for at least 10 consecutive business days. If unsuccessful, the company may face delisting, with an option to appeal. This notice does not immediately affect Arogo's Nasdaq listing, and the company will monitor the situation and consider available options to regain compliance.

Positive

• None.

Negative

• Received Nasdaq delisting notice due to non-compliance with minimum market value requirement
• Risk of potential delisting from Nasdaq if compliance is not regained within 180 days
• Market value of publicly held shares below $15,000,000 requirement

Insights

Financial Analyst

This delisting notice from Nasdaq is a significant red flag for Arogo Capital Acquisition Corp. The company's failure to maintain a $15 million market value of publicly held shares indicates weak investor confidence and liquidity issues. As a SPAC, this could severely hinder Arogo's ability to complete a merger or acquisition, which is its primary purpose. The 180-day compliance period provides a window for recovery, but achieving a 67% increase in market value (assuming current value around $9 million) is a substantial challenge in the current market. Investors should be cautious, as delisting could lead to reduced liquidity and potential loss of value.

Market Research Analyst

The SPAC market has been facing headwinds and Arogo's situation reflects broader trends. With increased regulatory scrutiny and a cooling SPAC environment, many similar companies are struggling to maintain investor interest. This delisting notice could trigger a negative feedback loop, where the threat of delisting further reduces investor appetite, making it harder to regain compliance. The company's options are : they could attempt a reverse stock split to artificially boost share price, seek additional capital, or rush to complete a business combination. Each path carries significant risks and uncertainties for current shareholders.

Legal Expert

From a legal standpoint, Arogo's situation raises several concerns. The company must now navigate a complex regulatory landscape while under the pressure of potential delisting. Key legal considerations include:

• Disclosure obligations: Ensuring timely and accurate communication to shareholders about the delisting risk and recovery plans.
• Fiduciary duty: The board must carefully weigh options to address the compliance issue while acting in shareholders' best interests.
• SEC scrutiny: Increased attention from regulators, particularly if Arogo pursues unconventional methods to regain compliance.

The appeal process, if needed, will require robust legal strategy and representation.

MIAMI BEACH, FL, Aug. 16, 2024 (GLOBE NEWSWIRE) -- Arogo Capital Acquisition Corp. (“Arogo” or the “Company”) (Nasdaq: AOGO/AOGOU/AOGOW), a special purpose acquisition company, today announced that it received a notice (the “Notice”) from the Nasdaq Stock Market LLC (“Nasdaq”) on August 12, 2024, notifying the Company that, based on the market value of publicly held shares for the previous 30 consecutive business days, the Company is not in compliance with Nasdaq Listing Rule 5450(b)(2)(C), which requires the Company’s listed securities to maintain a minimum market value of publicly held shares of $15,000,000 (the "MVPHS Rule"). The notice has no immediate effect on the listing of the Company's securities on Nasdaq. The Company intends to monitor the market value of the Company's listed securities and may, if appropriate, consider available options to regain compliance with the MVPHS Rule.

Under Nasdaq Listing Rule 5810(c)(3)(D), the Company has a period of 180 calendar days (or until February 8, 2025) to regain compliance with the MVPHS Rule. To regain compliance during this 180-day compliance period, the minimum market value of publicly held shares must close at $15,000,000 or more for a minimum of 10 consecutive business days. In the event that the Company does not regain compliance with the MVPHS Rule prior to the expiration of the 180-day compliance period, the Company will receive written notification from Nasdaq that the Company's securities are subject to delisting. At that time, the Company may appeal the relevant delisting determination to a hearings panel pursuant to the procedures set forth in the applicable Nasdaq Listing Rules. However, there can be no assurance that, if the Company does appeal the delisting determination by Nasdaq to the panel, that such appeal would be successful.

About Arogo Capital Acquisition Corp.

Arogo Capital Acquisition Corp. is a blank check company. The Company aims to acquire one and more businesses and assets, via a merger, capital stock exchange, asset acquisition, stock purchase, and reorganization. For more information, visit www.arogocapital.com.

Forward-Looking Statements

This Press Release contains “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. Forward-looking statements include those that express a belief, expectation or intention, as well as those that are not statements of historical fact. Forward-looking statements include information regarding our future plans and goals, as well as our expectations with respect to, without limitation: our ability to consummate the proposed business combination; availability and terms of capital; our ability to regain compliance with Nasdaq’s listing requirements; and our success in appealing any delisting determination.

Forward-looking statements may be accompanied by words such as “outlook,” “aim,” “anticipate,” “assume,” “believe,” “budget,” “contemplate,” “continue,” “could,” “due,” “estimate,” “expect,” “future,” “goal,” “intend,” “may,” “objective,” “plan,” “predict,” “potential,” “positioned,” “pursue,” “seek,” “should,” “target,” “will,” “would” and other similar expressions that are predictions of or indicate future events and future trends, or the negative of these terms or other comparable terminology, although not all forward-looking statements contain these words. Forward-looking statements are not assurances of future performance and involve risks, uncertainties and assumptions which may cause actual results to differ materially from any results expressed or implied by any forward-looking statement, including, but not limited to, the Company’s ability to regain compliance with the Nasdaq listing requirements; and the other important factors outlined under the caption “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023, as such factors may be updated from time to time in the Company’s other filings with the SEC, which are available on the SEC’s website at www.sec.gov. Although the Company believes that the expectations and assumptions reflected in its forward-looking statements are reasonable, it cannot guarantee future results. These forward-looking statements speak only as of the date they were made and, except as otherwise required by law, the Company undertakes no obligation to update, amend or ratify any forward-looking statements because of new information, future events or other factors.

Contact

Suradech Taweesaengsakulthai
Chief Executive Officer
suradech@cho.co.th
(786) 442-1482

FAQ

Why did Arogo Capital Acquisition Corp. (AOGOU) receive a Nasdaq delisting notice?

Arogo Capital Acquisition Corp. received a Nasdaq delisting notice on August 12, 2024, because it failed to maintain a minimum market value of publicly held shares of $15,000,000, violating Nasdaq Listing Rule 5450(b)(2)(C).

How long does Arogo Capital Acquisition Corp. (AOGOU) have to regain compliance with Nasdaq?

Arogo Capital Acquisition Corp. has a 180-day compliance period, until February 8, 2025, to regain compliance with the Nasdaq minimum market value requirement.

What must Arogo Capital Acquisition Corp. (AOGOU) do to regain compliance with Nasdaq?

To regain compliance, Arogo Capital Acquisition Corp. must maintain a minimum market value of publicly held shares of $15,000,000 or more for at least 10 consecutive business days before February 8, 2025.

What happens if Arogo Capital Acquisition Corp. (AOGOU) fails to regain compliance with Nasdaq?

If Arogo Capital Acquisition Corp. fails to regain compliance by February 8, 2025, it will receive a written notification of delisting. The company can then appeal the delisting determination to a Nasdaq hearings panel.