SBS Loses NASDAQ Listing, is Now Trading On OTC

Could Not Regain Compliance

SPANISH BROADCASTING SYSTEM, which had gotten an extension of the time by NASDAQ for the company to regain compliance with listing standards for the NASDAQ Global Market, has failed to hit those goals, and has been delisted from the stock market.”

SBS Class A Common Stock will move to the OTCQX Best Market and trade as SBSA.

In SEPTEMBER 2016 (NET NEWS 9/15/16), in an SEC Form 8-K filing, SBS said that it got an extension and continued would be listed until JANUARY 23, 2017. The original notice requiring raising the company’s stock above $15 million in market value expired JULY 26th and the company failed to meet the requirement but filed the hearing notice on JULY 27th and got its hearing on SEPTEMBER 8th, with the extension granted on SEPTEMBER 12th.

Now, SBS has submitted a new 8-K filing, writing, “As announced on JANUARY 28, 2016, SPANISH BROADCASTING SYSTEM, INC. (the “Company”) received a written notice (the “Notice”) from The NASDAQ Stock Market (“NASDAQ”), advising us that the market value of our Class A common stock for the previous 30 consecutive business days had been below the minimum $15,000,000 (“Market Value of Publicly Held Shares Requirement”) required for continued listing on the NASDAQ Global Market pursuant to NASDAQ Listing Rule 5450(b)(3)(C) (the “Rule”).

“The Notice also stated that pursuant to NASDAQ Listing Rule 5810(c)(3)(D), the Company would be provided an initial grace period of 180 calendar days, or until JULY 26, 2016, to regain compliance with the Rule. The Company did not regain compliance with the Rule by JULY 26, 2016. Accordingly, on July 27, 2016, the Company received written notification from NASDAQ (the “Staff Determination”) that unless the Company requested a hearing before the NASDAQ Hearings Panel the Company’s common stock would be delisted.

“The Company requested a hearing before the NASDAQ Hearings Panel to appeal the Staff Determination, which occurred on SEPTEMBER 8, 2016. On SEPTEMBER 17, 2016, the Company received written notification from NASDAQ, dated SEPTEMBER 12, 2016, granting the Company’s request to continue the listing of its shares on the NASDAQ Global Market until JANUARY 23, 2017. NASDAQ required that, during this exception period, the Company provide prompt notification of any significant events that occurred during this time which called into question the Company’s ability to demonstrate compliance with the Rule.

“In JANUARY 2017, we determined that we were not likely to regain compliance with the Rule by JANUARY 23, 2017, and notified NASDAQ of our determination on JANUARY 13, 2017. On JANUARY 17, 2017, we received notice from NASDAQ that the Class A Common Stock would be suspended from trading as of the opening of business on JANUARY 19, 2017, pending ultimate delisting. In connection with our potential delisting, we applied to have our Class A Common Stock qualified to trade on the OTCQX Best Market. As a result, trading in our Class A Common Stock on NASDAQ will be suspended on JANUARY 19, 2017, and trading in our Class A Common Stock on the OTCQX Best Market is expected to begin on the same day. Our Class A Common Stock will trade on the OTC under the stock ticker ‘SBSA’.”

“Trading on OTCQX will allow SPANISH BROADCASTING SYSTEM to continue to provide an efficient and transparent public trading market for its investors while lowering the cost and complexity of being a public company,” said OTC MARKETS GROUP EVP/Corporate Services JASON PALTROWITZ. “We look forward to supporting Spanish Broadcasting System and its shareholders.”

Nearly one year after falling out of compliance with NASDAQ’s minimum market value rule, Spanish Broadcasting System has been formally delisted from the stock exchange, as of the opening bell on Jan. 19. The Hispanic broadcaster has moved over to OTC Markets (formerly known as Pink Sheets), where it has begun trading under the symbol “SBSAA.”

On Jan. 28, 2016, SBS received a delisting warning from NASDAQ that the value of its stock had fallen below the minimum $15 million for the previous 30 consecutive business days. The company was given a 180-day grace period but the July 26 deadline came and went without SBS regaining compliance. SBS then requested a hearing to appeal the staff determination. After going before a NASDAQ Hearings Panel on Sept. 8, SBS was granted a request to continue listing its shares on the NASDAQ Global Market until Jan. 23, 2017.

But SBS determined it was unlikely to regain compliance by the Jan. 23 deadline and it notified the stock exchange of that on Jan. 13, according to a filing with the Securities & Exchange Commission. Four days later, the company received notice from NASDAQ that its stock would be suspended from trading at the start of business on Jan. 19, pending a final delisting.

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