false 0001063537 0001063537 2022-09-12 2022-09-12
 
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): September 12, 2022
RICEBRAN TECHNOLOGIES
(Exact Name of registrant as specified in its charter)
 
California
  
 
(State or other jurisdiction of incorporation)
  
     
0-32565
  
87-0673375
(Commission File Number)
  
(IRS Employer Identification No.)
     
25420 Kuykendahl Rd., Suite B300
Tomball, TX
  
77375
(Address of principal executive offices)
  
(Zip Code)
     
(281) 675-2421
Registrant’s telephone number, including area code
     
Not Applicable
(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:
 
☐         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))
 
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, no par value per share
  
RIBT
  
The NASDAQ Capital Market
 
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. ☐
 
 
 
 
Item 8.01         Other Events
 
On September 12, 2022, RiceBran Technologies (the “Company”) received a notice from the Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that it has regained compliance with the minimum bid price requirement under Nasdaq Listing Rule 5550(a)(2) (the “Minimum Bid Price Rule”), which requires that a Nasdaq-listed company’s common stock maintain a minimum bid price of at least $1.00 per share.
 
As previously reported by the Company in its Form 8-K filed on September 20, 2021, with the U.S. Securities and Exchange Commission, on September 15, 2021, the Company received a notice from the Staff that the Company had not been in compliance with the Minimum Bid Price Rule for a period of 30 consecutive business days. On March 15, 2022, the Company received a 180-day extension from the Staff to meet Nasdaq’s continuing listing requirements by maintaining a minimum bid price per share of $1.00 for a minimum of 10 consecutive business days. The Company had until September 12, 2022 to meet Nasdaq’s Minimum Bid Rule.
 
The Nasdaq letter, dated September 12, 2022, stated the Staff had determined that for the prior 10 consecutive business days, from August 26, 2022 to September 9, 2022, the closing bid price of the Company’s common stock had been at $1.00 per share or greater and that accordingly, the Company had regained compliance under the Minimum Bid Price Rule, and that the matter was now closed.
 
Item 9.01         Financial Statements and Exhibits.
 
Exhibit No.
  
Description
     
99.1
  
104
  
Cover Page Interactive Data File (embedded within the Inline 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.
 
RICEBRAN TECHNOLOGIES
Date: September 14, 2022
By:
/s/ Todd T. Mitchell
Name:
Todd T. Mitchell
Title: 
Chief Financial Officer
    (Duly Authorized Officer)  
 
 
 
 

Exhibit 99.1

 

logo.jpg

 

RiceBran Technologies Regains Compliance with Nasdaq Bid Price Rule

 

TOMBALL, Texas, September 14, 2022 – RiceBran Technologies (NASDAQ: RIBT) (the “Company”), a global leader in the development and manufacture of nutritional and functional ingredients derived from rice and other small and ancient grains for human food, nutraceutical, pet care and equine feed applications, received formal notification from The Nasdaq Stock Market LLC ("Nasdaq") that the Company has regained compliance with Listing Rule 5550(a)(2), which requires the Company's common stock to maintain a minimum bid price of $1.00 per share. The Nasdaq staff made this determination of compliance after the closing bid price of the Company's common stock was at $1.00 per share or greater for the prior 10 consecutive business days.

 

Nasdaq had previously notified the Company of its non-compliance with Listing Rule 5550(a)(2) on September 15, 2021. In accordance with its Listing Rules, Nasdaq afforded the Company 180 calendar days to regain compliance. On March 15, 2022, the Company received a 180-day extension from the Nasdaq to meet continuing listing requirements by maintaining a minimum bid price per share of $1.00 for a minimum of 10 consecutive business days. The Company had until September 12, 2022, to meet Nasdaq's Minimum Bid Rule. Prior to the expiration of the compliance period, the Company successfully regained compliance with the listing standard.

 

About RiceBran Technologies

 

RiceBran Technologies is a specialty ingredient company focused on the development, production, and marketing of products derived from traditional and ancient small grains. Notably, we are global leader in the production and marketing of stabilized rice bran (SRB), and high value-added derivative products derived from SRB, as well as a processor of rice, rice co-products, and barley and oat products. We create and produce products utilizing proprietary processes to deliver improved nutrition, ease of use, and extended shelf-life, while addressing consumer demand for all natural, non-GMO and organic products. The target markets for our products include food and animal nutrition manufacturers and retailers, as well as specialty food, functional food and nutritional supplement manufacturers and retailers, both domestically and internationally. More information can be found in the Company’s filings with the SEC and by visiting our website at http://www.ricebrantech.com.

 

Investor Contact

 

Rob Fink / Matt Chesler, CFA

FNK IR

ribt@fnkir.com

646.809.4048 / 646.809.2183