STOCK TITAN

Avalanche Treasury (AVAT) faces Nasdaq bid price and $35M value tests

(Moderate)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Avalanche Treasury Corporation reported that Nasdaq notified it of two listing deficiencies. For the past 33 consecutive business days, the closing bid price of its Class A common stock has been below the $1.00 per share minimum required under Nasdaq Listing Rule 5550(a)(2). The stock continues to trade on The Nasdaq Capital Market under the symbol “AVAT” with no immediate impact. The company has a 180-day compliance period, until February 2, 2027, to regain compliance by achieving a closing bid price of at least $1.00 for at least ten consecutive business days.

Nasdaq also notified the company that its market value of listed securities (MVLS) has been below the required $35 million threshold for 33 consecutive business days under Listing Rule 5550(b)(2). Avalanche Treasury has until February 2, 2027 to have its MVLS at or above $35 million for at least ten consecutive business days. Failure to regain compliance with either requirement could result in delisting, though the company could appeal and is evaluating options, including a potential reverse stock split.

Positive

  • None.

Negative

  • Company faces Nasdaq minimum bid price deficiency, triggering a 180-day window to regain a $1.00 bid or risk delisting.
  • Company is below Nasdaq’s $35 million market value of listed securities threshold for 33 days, creating additional delisting risk if not cured by February 2, 2027.
Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing Securities
The company received a delisting notice or transferred its listing to a different exchange.
Consecutive days below $1.00 bid 33 consecutive business days Period during which closing bid was under Nasdaq’s $1.00 minimum
Minimum bid price threshold $1.00 per share Nasdaq Listing Rule 5550(a)(2) Minimum Bid Price Requirement
Bid price compliance period 180 calendar days Time allowed to regain minimum bid compliance, ending February 2, 2027
MVLS threshold $35 million Required market value of listed securities under Nasdaq Listing Rule 5550(b)(2)
Consecutive MVLS deficiency days 33 consecutive business days Period MVLS was below $35 million before Nasdaq’s MVLS Letter
Compliance measurement window 10 consecutive business days Required duration at or above thresholds to regain bid and MVLS compliance
Compliance deadline February 2, 2027 End date for both minimum bid and MVLS compliance periods
Minimum Bid Price Requirement regulatory
"below the minimum $1.00 per share required for continued listing on The Nasdaq Capital Market"
A minimum bid price requirement is a rule that a stock must trade above a set price for a specified period to stay listed on an exchange. It matters to investors because falling below that threshold can trigger warnings or removal from the exchange, which can cut liquidity, reduce visibility, and often lead to sharper declines in share value—think of it like a venue’s minimum dress code that, if not met, can bar a performer from the stage.
Nasdaq Listing Rule 5550(a)(2) regulatory
"required for continued listing on The Nasdaq Capital Market pursuant to Nasdaq Listing Rule 5550(a)(2)"
market value of listed securities financial
"MVLS closed below the $35 million MVLS threshold required for continued listing"
The market value of listed securities is the total worth of stocks, bonds and other tradable instruments quoted on an exchange, measured using the prices investors are willing to pay right now. It’s calculated by multiplying each security’s current market price by the number of units outstanding and adding those amounts together, like totaling the value of every item in a store at today’s prices. Investors watch this because it shows the size, liquidity and overall health of the market or a company’s publicly traded portion, and it influences index weights, fund allocations and perceived risk.
Nasdaq Listing Rule 5550(b)(2) regulatory
"required for continued listing on the Nasdaq Capital Market under Nasdaq Listing Rule 5550(b)(2)"
reverse stock split financial
"consider available options to regain compliance with the Minimum Bid Price Requirement, including initiating a reverse stock split"
A reverse stock split reduces a company's number of outstanding shares while raising the price per share proportionally, so the total value of each investor's holding is unchanged; a 1-for-10 split turns 100 shares worth $1 each into 10 shares worth $10 each. Companies often do this to regain compliance with an exchange's minimum price rule or to attract investors who avoid very low-priced stocks.
MVLS Compliance Period regulatory
"has until February 2, 2027 to regain compliance with the MVLS Requirement (the “MVLS Compliance Period”)"

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FAQ

What Nasdaq notifications did Avalanche Treasury (AVAT) receive?

Avalanche Treasury received two Nasdaq deficiency letters: one for its Class A stock trading below the $1.00 minimum bid price, and another for its market value of listed securities below $35 million for 33 consecutive business days.

What is the deadline for AVAT to regain Nasdaq minimum bid price compliance?

Avalanche Treasury has until February 2, 2027 to regain compliance by maintaining a closing bid price of at least $1.00 per share for a minimum of ten consecutive business days during the 180-day compliance period.

What is the Nasdaq market value requirement affecting AVAT?

Nasdaq requires Avalanche Treasury’s market value of listed securities to be at least $35 million. AVAT’s MVLS was below this threshold for 33 consecutive business days, triggering a compliance period ending February 2, 2027.

Could Avalanche Treasury (AVAT) be delisted from Nasdaq?

Yes. If Avalanche Treasury does not regain compliance with the $1.00 minimum bid price and $35 million MVLS requirements by February 2, 2027 (and any second period, if granted), its Class A Common Stock could become subject to delisting.

What actions might AVAT take to regain Nasdaq compliance?

Avalanche Treasury plans to monitor its share price and MVLS and may consider options to regain compliance, including a reverse stock split. The company notes there is no assurance it will successfully restore compliance with Nasdaq’s listing rules.

Does the Nasdaq deficiency immediately affect trading in AVAT shares?

No. The Nasdaq deficiency letters have no immediate effect on listing, and Avalanche Treasury’s Class A Common Stock continues to trade on The Nasdaq Capital Market under the symbol “AVAT” during the compliance periods.
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

 

 

FORM 8-K

 

 

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): August 7, 2026

 

 

AVALANCHE TREASURY CORPORATION

(Exact Name of Registrant as Specified in Charter)

 

 

Delaware   001-43345   39-4863126
(State or Other Jurisdiction of Incorporation)   (Commission File Number)   (I.R.S. Employer Identification No.)

 

11 W. 42nd Street 2nd Floor

New York, NY   10036

(Address of Principal Executive Offices, and Zip Code)

 

(332) 240-1155
Registrant’s Telephone Number, Including Area Code

 

 

 

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

¨ Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading
Symbol(s)
  Name of each exchange on which
registered
Class A Common Stock, par value $0.01 per share   AVAT   The Nasdaq Stock Market LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2 of this chapter).

 

Emerging growth company x

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 

 

 

 

 

 

Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

 

Noncompliance with Nasdaq Minimum Bid Price Requirement

 

On August 6, 2026, Avalanche Treasury Corporation (the “Company”) received a deficiency letter (the “Minimum Bid Deficiency Letter”) from the Nasdaq Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that, for the last 33 consecutive business days, the closing bid price for the Company’s class A common stock (“Class A Common Stock”) has been below the minimum $1.00 per share required for continued listing on The Nasdaq Capital Market pursuant to Nasdaq Listing Rule 5550(a)(2) (the “Minimum Bid Price Requirement”).

 

The Minimum Bid Deficiency Letter has no immediate effect on the listing of the Company’s Class A Common Stock, and its Class A Common Stock will continue to trade on The Nasdaq Capital Market under the symbol “AVAT” at this time.

 

In accordance with Nasdaq Listing Rule 5810(c)(3)(A) the Company has been provided a compliance period of 180 calendar days, or until February 2, 2027, in which to regain compliance with the Minimum Bid Price Requirement. If the Company evidences a closing bid price of at least $1.00 per share for a minimum of 10 consecutive business days during the 180-day compliance period, the Staff will provide the Company with written confirmation that it has regained compliance. In the event the Company does not regain compliance with the $1.00 bid price requirement by February 2, 2027, the Company may be eligible for consideration of a second 180-day compliance period if it meets the continued listing requirement for market value of publicly held shares and all other initial listing standards for Nasdaq’s Capital Market, other than the Minimum Bid Price Requirement. In addition, the Company would also be required to notify Nasdaq of its intent to cure the minimum bid price deficiency.

 

If the Company does not regain compliance with the Minimum Bid Price Requirement by the end of the compliance period (or the second compliance period, if applicable), the Company’s Class A Common Stock will become subject to delisting. In the event that the Company receives notice that its Class A Common Stock is being delisted, the Nasdaq listing rules permit the Company to appeal a delisting determination by the Staff to a hearings panel.

 

The Company intends to monitor the closing bid price of its Class A Common Stock and may, if appropriate, consider available options to regain compliance with the Minimum Bid Price Requirement, including initiating a reverse stock split. However, there can be no assurance that the Company will be able to regain compliance with the Minimum Bid Price Requirement or will otherwise be in compliance with other Nasdaq Listing Rules.

 

Noncompliance with Nasdaq Market Value of Listed Securities Requirement

 

On August 6, 2026, the Company received a market value of listed securities (“MVLS”) deficiency letter (the “MVLS Letter”) from the Staff notifying the Company that, for a period of 33 consecutive business days, the Company’s MVLS closed below the $35 million MVLS threshold required for continued listing on the Nasdaq Capital Market under Nasdaq Listing Rule 5550(b)(2) (the “MVLS Requirement”).

 

The MVLS Letter has no immediate effect on the listing of the Company’s Class A Common Stock, and its Class A Common Stock will continue to trade on The Nasdaq Capital Market under the symbol “AVAT” at this time.

 

In accordance with Nasdaq Listing Rule 5810(c)(3)(C), the Company has until February 2, 2027 to regain compliance with the MVLS Requirement (the “MVLS Compliance Period”). To regain compliance, the Company’s MVLS must close at $35 million or more for a minimum of ten consecutive business days during the MVLS Compliance Period.

 

If the Company does not regain compliance by the end of the MVLS Compliance Period, the Staff will provide written notice to the Company that its securities are subject to delisting. At that time, the Company may appeal any such delisting determination to a hearings panel.

 

The Company intends to monitor the market value of its listed securities and may, if appropriate, consider implementing available options to regain compliance with the MVLS Requirement. There can be no assurance that the Company will be able to regain compliance with Nasdaq Listing Rule 5550(b)(2), or maintain compliance with any other listing requirements.

 

 

 

 

Signature

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  AVALANCHE TREASURY CORPORATION
     
Date: August 7, 2026 By: /s/ Gerald Bartholomew Smith
  Name: Gerald Bartholomew Smith
  Title: Chief Executive Officer

 

 

 

Filing Exhibits & Attachments

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