Axcella Health Inc.: Nasdaq/NYSE listing notice — Nasdaq notifies Axcella of delisting risk; company deemed public shell after board resignations and dissolution plan

Axcella Health Inc.

On Nov 8, 2023, Nasdaq Staff notified Axcella it is a 'public shell' due to asset transfer for creditor benefit, dissolution plan, and board/executive departures.
Ten directors resigned effective Nov 1, 2023, including CEO and Chief Legal Officer; executive team terminated.
Non-compliance with minimum Market Value of Listed Securities ($50M) and Market Value of Publicly Held Shares ($15M) after 180-day grace period.
Also non-compliance with independent board and committee composition requirements under Nasdaq Listing Rules 5605.
Nasdaq Hearings Panel will consider continued listing; company faces potential delisting.

item 3.01

Key facts

Extracted from this filing and checked against the source text.

Listing & Compliance Notices SEC 8-K Item 3.01 confidence 0.9

Axcella Health Inc. received a nasdaq noncompliance notice notice regarding market value (rules 5101).

Exchange: nasdaq
Notice: noncompliance notice
Deficiency: market value
Rules: 5101

Exact text from the filing

ffective November 1, 2023 (the “Board Resignations”); and (iii) termination of the Company’s executive team, including the Chief Executive Officer and Chief Legal Officer and Corporate Secretary, it is the Staff’s belief that the Company is a “public shell” as that term is defined in Nasdaq Listing Rule 5101. The Staff also expressed concerns relating to the Company’s non-compliance with all requirements for continued listing on the Nasdaq, including for failing to regain compliance with the $50,000,000 minimum Market Value of Listed Securities and $15,000,000 minimum Market Value of Publicly

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Listing & Compliance Notices SEC 8-K Item 3.01 confidence 0.9

Axcella Health Inc. received a nasdaq deficiency notice notice regarding other (rules 5101, 5605(b)(1), 5605(c)(2), 5605(d)(2), 5605(e)(1)).

Exchange: nasdaq
Notice: deficiency notice
Rules: 5101, 5605(b)(1), 5605(c)(2), 5605(d)(2), 5605(e)(1)

Exact text from the filing

ffective November 1, 2023 (the “Board Resignations”); and (iii) termination of the Company’s executive team, including the Chief Executive Officer and Chief Legal Officer and Corporate Secretary, it is the Staff’s belief that the Company is a “public shell” as that term is defined in Nasdaq Listing Rule 5101. The Staff also expressed concerns relating to the Company’s non-compliance with all requirements for continued listing on the Nasdaq, including for failing to regain compliance with the $50,000,000 minimum Market Value of Listed Securities and $15,000,000 minimum Market Value of Publicly

View on SEC.gov

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Source: SEC EDGAR

accession 0001104659-23-116342

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