Australian Oilseeds (COOTW) wins Nasdaq listing reprieve on $2.5M equity rule
Rhea-AI Filing Summary
Australian Oilseeds Holdings Limited reported that a Nasdaq Hearings Panel has allowed the company to keep its ordinary shares and warrants listed on Nasdaq while it works to meet Nasdaq’s minimum stockholders’ equity requirement. The Equity Rule requires at least $2.5 million in stockholders’ equity. The Panel has given the company until September 30, 2025 to regain and demonstrate compliance with this rule.
The company stated that as of the July 22, 2025 hearing date it had $2.6 million in shareholder equity and plans to maintain at least the required level by converting additional debt and increasing revenues. If the company regains compliance, it will be subject to a one-year panel monitoring period under Nasdaq rules, so its financial position and equity levels will remain under closer oversight.
Positive
- None.
Negative
- Nasdaq compliance risk remains: The company is operating near the $2.5 million minimum equity requirement and must maintain compliance by September 30, 2025 to avoid potential listing consequences.
Insights
Nasdaq grants a short equity-compliance window, keeping listing at risk.
Australian Oilseeds Holdings Limited has secured continued listing on Nasdaq after a Hearings Panel granted extra time to meet the minimum stockholders’ equity requirement. Nasdaq’s Equity Rule calls for at least
The extension runs through
If the company regains compliance by the deadline, Nasdaq rules call for a one-year panel monitor period, meaning equity will be watched closely through at least the following year. Failure to remain in compliance could lead to further Nasdaq actions affecting the listing status of its ordinary shares and warrants, so subsequent disclosures on equity levels and capital measures will be important for understanding listing risk.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Item 8.01. Other Events.
On August 22, 2025, Australian Oilseeds Holdings Limited (the “Company”) received written notice from The Nasdaq Stock Market LLC (“Nasdaq”) that a Nasdaq Hearings Panel (the “Panel”) has determined to grant the request of the Company to continue its listing on Nasdaq for the period and subject to specified conditions as described in more detail below.
As previously disclosed on June 10, 2025, the Company announced that it had received notification from Nasdaq regarding its failure to regain compliance with the minimum stockholders’ equity requirement under Nasdaq Listing Rule 5450(b)(1)(A) (the “Equity Rule”). The Company subsequently requested a hearing before the Nasdaq Hearings Panel, which was held on July 22, 2025. The Company presented to the Panel its plan to achieve compliance with applicable Nasdaq listing criteria and requested an extension of time to do so.
The Panel granted the Company an extension to regain compliance with continued listing requirements and demonstrate long-term compliance with the Equity Rule (which requires listed issuers to maintain minimum stockholders’ equity of $2.5 million). Specifically, the Panel has agreed to provide the Company until September 30, 2025 to regain compliance with the Equity Rule and to allow the continued listing of the Company’s ordinary shares and warrants on The Nasdaq Stock Market through such date, subject to the Company’s compliance with the Equity Rule on or prior to such date. The Company states that as of the hearing date on July 22, 2025, it had $2.6 million in shareholder equity. The Company plans to maintain this minimum equity value by converting additional debt and increasing revenues. As required by The Nasdaq Stock Market’s rules, should the Company regain compliance, it will be subject to a one-year panel monitor.
Cautionary Note Regarding Forward-Looking Statements
This Current Report on Form 8-K includes “forward-looking statements” within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Certain of these forward-looking statements can be identified by the use of words such as “expects,” “intends,” “plans,” “may,” “should,” “will,” “seeks,” or other similar expressions. Such statements are subject to certain risks and uncertainties that may cause the Company’s actual results to differ from the expectations expressed in the forward-looking statements. There can be no assurance that the Company will achieve such expectations, including meeting Nasdaq compliance standards and other Nasdaq requirements and conditions for listing. The forward-looking statements contained in this report speak only as of the date of this report and the Company undertakes no obligation to publicly update any forward-looking statements to reflect changes in information, events or circumstances after the date of this report, unless required by law.
| Item 9.01 | Financial Statements and Exhibits. |
| (d) | Exhibits. |
| Exhibit No. | Exhibit Description | |
| 99.1 | Press release by Australian Oilseeds Holdings Limited date August 28, 2025 | |
| 104 | Cover Page Interactive Data File (embedded within the XBRL document). |
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.
| Australian Oilseeds Holdings Limited | ||
| Date: August 28, 2025 | By: | /s/ Gary Seaton |
| Name: | Gary Seaton | |
| Title: | Chief Executive Officer | |
FAQ
What did Australian Oilseeds Holdings Limited (COOTW) announce in this 8-K?
Why was Australian Oilseeds Holdings Limited out of compliance with Nasdaq rules?
What is the minimum stockholders’ equity amount Nasdaq requires for COOTW?
How much stockholders’ equity did Australian Oilseeds Holdings Limited report at the hearing?
What is the deadline for Australian Oilseeds Holdings Limited to regain Nasdaq compliance?
How does Australian Oilseeds Holdings Limited plan to maintain sufficient equity for Nasdaq?
What happens if Australian Oilseeds Holdings Limited regains Nasdaq compliance?
