UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 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): January 13, 2020 (January 9, 2020)

 

TMSR Holding Company Limited

(Exact name of Company as specified in charter)

 

Nevada   001-37513   47-3709051

(State or other jurisdiction
of incorporation)

  (Commission File No.)   (IRS Employer
Identification No.)

 

 A101 Hanzheng Street City Industry Park,

No. 21 Jiefang Avenue, Qiaokou District, Wuhan, Hubei, China 430000

(Address of Principal Executive Offices) (Zip code)

 

 +86-022-5982-4800

(Company’s Telephone number, including area code)

 

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

 

☐ Written communications 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 communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

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

 

Emerging growth company ☒

 

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. ☐

  

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

 

Title of each class   Trading Symbol(s)   Name of each exchange
on which registered
Common Stock, par value $0.0001   TMSR   Nasdaq Capital Market
Warrants to purchase one-half of one share of Common Stock   TMSRW   OTC Pink

 

 

 

 

 

  

Item 8.01 Other Events.

 

On January 10, 2020, TMSR Holding Company Limited (the “Company”) issued a press release announcing that on January 9, 2020 the Company received a letter from Nasdaq Listing Qualifications Staff of The NASDAQ Stock Market LLC (“Nasdaq”) stating that because the Company’s common stock had a closing bid price at or above $1.00 per share for 10 consecutive business days, the Company had regained compliance with the minimum bid price requirement of $1.00 per share for continued listing on the Nasdaq Capital Market, as set forth in Nasdaq Listing Rule 5550(a)(2), and that the matter is now closed. A copy of the press release that discusses this matter is filed as Exhibit 99.1 to this report.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit
Number

 

 

Description 
     
99.1   Press Release - TMSR Holding Regains Compliance With NASDAQ Bid Price Requirement

  

1

 

 

SIGNATURES

 

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.

 

  TMSR HOLDING COMPANY LIMITED
   
Date: January 13, 2020 By: /s/ Yimin Jin
  Name:  Yimin Jin
  Title: CEO

 

 

2

 

 

 

Exhibit 99.1

 

TMSR Holding Regains Compliance With NASDAQ Bid Price Requirement

 

WUHAN, China, January 10, 2020 /PRNewswire/ -- TMSR Holding Company Limited (the “Company”) (NASDAQ: TMSR), a holding company with its subsidiaries engaging in the sales of solid waste recycling and comprehensive utilization equipment, the wholesales and sale of fuel matercials, and production and sales of coating materials, today announced that it received written notice from Nasdaq Listing Qualifications Staff of The NASDAQ Stock Market LLC (“Nasdaq”) on January 9, 2020, stating that its minimum bid price deficiency has been cured, it is in compliance with the applicable listing standard and the matter is now closed.

 

The Company had previously been notified by Nasdaq on October 15, 2019 that it was not in compliance with the minimum bid price rule because its common stock failed to maintain a minimum bid price of $1.00 for 30 consecutive business days. In order to regain compliance with Listing Rule 5550(a)(2), the Company was required to maintain a minimum closing bid price of $1.00 or more for at least 10 consecutive trading datys.

 

About TMSR Holding Company Limited

 

Founded in 2009, TMSR Holding Company Limited engages in the research, development, and sale of an array of solid waste recycling systems for the mining and industrial sectors, the wholesales and sale of fuel matercials, harbor cargo handling services and production and sales of coating materials in the PRC. It provides end users in these markets with a clean alternative to traditional waste disposal by significantly reducing solid waste discharge into the environment and enabling such users to extract value from valuable metals and other industrial waste materials. For more information about TMSR, please visit www.tmsrholding.com.

 

Safe Harbor Statements

 

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including certain plans, expectations, goals, and projections, which are subject to numerous assumptions, risks, and uncertainties. These forward-looking statements may include, but are not limited to, statements containing words such as “may,” “could,” “would,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” “expects,” “intends”, “future” and “guidance” or similar expressions. These forward-looking statements speak only as of the date of this press release and are subject to change at any time. These forward-looking statements are based upon management’s current expectations and are subject to a number of risks, uncertainties and contingencies, many of which are beyond the Company’s control that may cause actual results, levels of activity, performance or achievements to differ materially from any future results, levels of activity, performance or achievements expressed or implied by such forward-looking statements. The Company’s actual results could differ materially from those contained in the forward-looking statements due to a number of factors, including those described under the heading “Risk Factors” in the Company’s public filings with the Securities and Exchange Commission, including the Company’s annual report on 10-K. The Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required under applicable law.

 

For more information, please contact:

Mr.Mingyue Cai

Director of Investor Relations

TMSR Holding Company Limited

Tel: +86-21-3258 3578

Email: Jackc@tmsrholding.com