Universe Pharmaceuticals INC Receives Staff Determination Notice from Nasdaq Related to Delayed Annual Report

Rhea-AI Summary

Universe Pharmaceuticals (Nasdaq: UPC), a Chinese pharmaceutical producer and distributor, announced receiving a staff determination notice from Nasdaq on February 19, 2025, due to its failure to file the Annual Report (Form 20-F) for the fiscal year ended September 30, 2024.

The delayed filing violates Nasdaq Listing Rule 5250(c)(1) and serves as an additional basis for delisting the company's securities. UPC is already before a Hearings Panel for non-compliance with Listing Rule 5550(a)(2) and has until February 26, 2025, to request a stay of suspension pending the panel's decision. The company plans to request the stay and is working to complete and file the delayed annual report.

Positive

• None.

Negative

• Received Nasdaq delisting notice for failing to file Annual Report
• Multiple listing rule violations (Rules 5250(c)(1) and 5550(a)(2))
• Risk of immediate trading suspension

Insights

Financial Analyst

Universe Pharmaceuticals has received a Nasdaq staff determination notice for failing to file its Annual Report (Form 20-F) for the fiscal year ended September 30, 2024 - a significant development that creates a second basis for potential delisting. This compounds the company's existing compliance issues with Nasdaq Listing Rule 5550(a)(2), which requires maintaining a minimum bid price of $1.00 per share (the company's current price is only $0.1598).

The dual listing violations paint a concerning picture for this micro-cap pharmaceutical company ($1.33 million market cap). Delayed financial filings often signal deeper underlying issues - potentially serious accounting problems, financial distress, or governance deficiencies. The significant delay since the September 30 fiscal year end is particularly troubling, as most companies file within 2-3 months of their year-end.

For investors, the implications are substantial:

• If delisted from Nasdaq, UPC would likely move to the OTC markets, resulting in substantially reduced liquidity, institutional ownership, and analyst coverage
• The company would face significantly access to capital markets at a time when it likely needs financing
• The combination of non-compliance issues suggests fundamental business challenges beyond mere administrative delays

The tight timeline is critical - with just one day remaining (February 26) to request a stay of suspension. While the company has indicated its intention to make this request, the Hearings Panel will evaluate both compliance issues together, which significantly reduces the likelihood of a favorable outcome.

For context, companies facing dual listing violations rarely regain compliance without substantial corporate actions such as reverse stock splits, significant capital raises, or strategic alternatives. The extremely low share price and micro-cap status further complicate recovery prospects. Investors should monitor for the delayed 20-F filing, which will provide essential insights into the company's actual financial condition and whether there are material weaknesses in internal controls.

Ji’an, Jiangxi, China, Feb. 25, 2025 (GLOBE NEWSWIRE) -- Universe Pharmaceuticals INC (the “Company”) (Nasdaq: UPC), a pharmaceutical producer and distributor in China, today announced that on February 19, 2025, the Company received a staff determination notice from the Listing Qualifications Department of the Nasdaq Stock Market LLC (“Nasdaq”), notifying the Company that it is delinquent in filing its Annual Report on Form 20-F for the fiscal year ended September 30, 2024 (the “Form 20-F”) and that this matter serves as an additional basis for delisting the Company’s securities from Nasdaq. The failure to timely file the Form 20-F is a violation of Nasdaq Listing Rule 5250(c)(1).

The Company is before a Hearings Panel for its failure to comply with Listing Rule 5550(a)(2) and was therefore provided until February 26, 2025 to request a stay of the suspension of the Company’s securities, pending a Hearings Panel decision. The Company intends to request a stay of the suspension before that date. The Company is working on completing and filing the delayed Form 20-F.

This announcement is being made in compliance with Nasdaq Listing Rule 5810(b), which requires prompt disclosure of receipt of a deficiency notification.

About Universe Pharmaceuticals INC

Universe Pharmaceuticals INC, headquartered in Ji’an, Jiangxi, China, is a pharmaceutical producer and distributor in China. The Company specializes in the manufacturing, marketing, sales and distribution of traditional Chinese medicine derivatives products targeting the elderly with the goal of addressing their physical conditions in the aging process and to promote their general well-being. The Company also distributes and sells biomedical drugs, medical instruments, Traditional Chinese Medicine Pieces, and dietary supplements manufactured by third-party pharmaceutical companies. Currently, the Company’s products are sold in 30 provinces of China. For more information, visit the company’s website at http://www.universe-pharmacy.com/.

Forward-Looking Statements

All statements other than statements of historical fact in this announcement are forward-looking statements. These forward-looking statements involve known and unknown risks and uncertainties and are based on current expectations and projections about future events and financial trends that the Company believes may affect its financial condition, results of operations, business strategy and financial needs. Investors can identify these forward-looking statements by words or phrases such as “may,” “will,” “expect,” “anticipate,” “aim,” “estimate,” “intend,” “plan,” “believe,” “potential,” “continue,” “is/are likely to” or other similar expressions. The Company undertakes no obligation to update forward-looking statements to reflect subsequent occurring events or circumstances, or changes in its expectations, except as may be required by law. Although the Company believes that the expectations expressed in these forward-looking statements are reasonable, it cannot assure you that such expectations will turn out to be correct, and the Company cautions investors that actual results may differ materially from the anticipated results and encourages investors to review other factors that may affect its future results in the Company’s registration statement and in its other filings with the U.S. Securities and Exchange Commission.

Contact:

Ms. Lin Yang,
Chief Financial Officer of Universe Pharmaceuticals INC
lin.yang@universe-pharmacy.com

FAQ

Why did Universe Pharmaceuticals (UPC) receive a Nasdaq delisting notice in February 2025?

UPC received the notice for failing to file its Annual Report (Form 20-F) for FY2024 and violating Nasdaq Listing Rule 5250(c)(1), adding to existing compliance issues with Rule 5550(a)(2).

What is the deadline for Universe Pharmaceuticals (UPC) to request a stay of suspension?

UPC has until February 26, 2025, to request a stay of suspension pending a Hearings Panel decision.

What compliance issues does Universe Pharmaceuticals (UPC) face with Nasdaq in 2025?

UPC faces two compliance issues: failure to file its FY2024 Annual Report and violation of Rule 5550(a)(2), both potentially leading to delisting.

What actions is Universe Pharmaceuticals (UPC) taking to address the Nasdaq compliance issues?

UPC plans to request a stay of suspension before the deadline and is working on completing and filing the delayed Form 20-F annual report.