Integrated Wellness Acquisition Corp Receives Delisting Notice from the New York Stock Exchange

Rhea-AI Summary

Integrated Wellness Acquisition Corp has received a delisting notice from the New York Stock Exchange (NYSE) due to failing to complete a business combination within the required timeframe. Trading of the company's securities was suspended after market close on December 13, 2024. The company's units, Class A ordinary shares, and warrants will now trade on the OTC Markets under symbols WELUF, WELNF, and WELWF respectively.

The company maintains the right to appeal NYSE's decision and plans to apply for Nasdaq listing upon completing its initial business combination. Despite the delisting, the company will continue as a reporting entity under the Securities Exchange Act of 1934, maintaining its financial disclosure obligations.

Positive

• Company maintains reporting status under Securities Exchange Act
• Plans to apply for Nasdaq listing post-business combination
• Securities remain tradeable on OTC Markets

Negative

• Delisting from NYSE due to failure to complete business combination
• Trading suspension of securities on NYSE
• Downgrade to OTC Markets trading from NYSE

Insights

Financial Analyst

The delisting notice represents a significant red flag for Integrated Wellness Acquisition Corp. The SPAC's failure to complete a business combination within the required timeframe has triggered forced delisting procedures from NYSE, relegating its securities to the less prestigious OTC Markets. This transition typically results in reduced liquidity, decreased institutional investor interest and potentially lower valuations. While the company plans to maintain SEC reporting compliance and aims for a future Nasdaq listing post-business combination, the immediate impact is decidedly negative. The delisting reflects a failure to execute on the SPAC's primary objective and raises concerns about management's ability to identify and close viable acquisition targets. Trading suspension and OTC migration often lead to increased volatility and wider bid-ask spreads, potentially impacting shareholder value.

Legal Expert

This delisting scenario follows standard NYSE regulatory procedures for SPACs that fail to meet business combination deadlines. The company retains appeal rights through NYSE's Board Committee, though such appeals rarely succeed in similar cases. Importantly, the company's commitment to maintain Exchange Act reporting requirements provides important investor protection and transparency. However, the shift to OTC Markets introduces new regulatory considerations and altered compliance obligations. The stated intention to seek Nasdaq listing post-business combination suggests a strategic pivot, though this would require meeting Nasdaq's distinct listing standards. Shareholders should note that while legal protections remain via SEC oversight, trading mechanics and market-making rules will change substantially under OTC Markets' framework.

New York, NY, Dec. 16, 2024 (GLOBE NEWSWIRE) -- Integrated Wellness Acquisition Corp (the “Company”) (OTC: WELNF) announced today that it received written notice from the New York Stock Exchange (the “NYSE”) indicating that the staff of NYSE Regulation had determined to commence proceedings to delist the Company’s securities from the NYSE due to the Company’s failure to consummate a business combination within the shorter of (i) the time period specified by its constitutive documents or by contract or (ii) three years following the closing of the Company’s initial public offering. Trading in the Company’s securities was suspended immediately after market close on December 13, 2024. Following suspension of trading on NYSE, the Company’s units, Class A ordinary shares and warrants will be eligible to trade on the OTC Markets under the ticker symbols “WELUF,” “WELNF,” and “WELWF,” respectively. The NYSE will apply to the Securities and Exchange Commission to delist the Company’s securities upon completion of all applicable procedures, including any appeal by the Company of the NYSE Regulation staff’s decision.

As indicated in the letter, the Company has the right to request that NYSE’s delisting determination be reviewed by a Committee of the Board of Directors of the NYSE, which the Company may pursue.  

The delisting process does not affect the Company’s business operations. The Company will remain a reporting entity under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), ensuring continued disclosure of financial and operational information.

The Company intends to apply to list on the Nasdaq Stock Market (the “Nasdaq”) in connection with the closing of its initial business combination.

About Integrated Wellness Acquisition Corp

Integrated Wellness Acquisition Corp, a Cayman Islands exempted company, was formed for the purpose of effecting a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar business combination.

Forward-Looking Statements

This press release contains certain forward-looking statements that express the Company’s opinions, expectations, beliefs, plans, objectives, assumptions or projections regarding future events or future results and therefore are, or may be deemed to be, “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Exchange Act. These forward-looking statements can generally be identified by the use of forward-looking terminology, including the terms “believes,” “estimates,” “anticipates,” “expects,” “seeks,” “projects,” “intends,” “plans,” “may,” “will” or “should” or, in each case, their negative or other variations or comparable terminology. These forward-looking statements include all matters that are not historical facts. They appear in a number of places throughout this press release and include statements regarding the Company’s intentions, beliefs or current expectations concerning the Company’s performance, business and future events. Such forward-looking statements are based on management’s expectations, beliefs and forecasts concerning future events impacting the Company. You are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, as well as assumptions, which, if they were to ever materialize or prove incorrect, could cause actual results to differ materially from the from the plans, objectives, expectations, estimates and intentions expressed or implied by such forward-looking statements. The forward-looking statements made in this press release speak only as of the date hereof and the Company disclaims any obligation, except as required by law, to provide updates, revisions or amendments to any forward-looking statements to reflect changes in the Company’s expectations or future events. 

Contacts

Integrated Wellness Acquisition Corp
1441 Broadway, 6TH Floor
New York, NY 10018
Attn: Matthew Malriat, CFO
info@integratedwellnessspac.com
Tel: (917) 397-7625

FAQ

Why is Integrated Wellness (WEL) being delisted from NYSE in December 2024?

Integrated Wellness is being delisted for failing to consummate a business combination within the required timeframe, which is either the period specified in its documents or three years after its IPO.

What are the new trading symbols for WEL securities on OTC Markets?

The company's securities will trade on OTC Markets under WELUF (units), WELNF (Class A ordinary shares), and WELWF (warrants).

Can Integrated Wellness appeal the NYSE delisting decision?

Yes, the company has the right to request a review of the delisting determination by a Committee of the Board of Directors of the NYSE.

Will WEL continue to report financial information after NYSE delisting?

Yes, the company will remain a reporting entity under the Securities Exchange Act of 1934, continuing to disclose financial and operational information.

What are Integrated Wellness's plans for future stock exchange listing?

The company intends to apply for listing on the Nasdaq Stock Market upon completing its initial business combination.