HYZON ANNOUNCES DELISTING FROM NASDAQ AND EXPECTED SEC DEREGISTRATION
BOLINGBROOK, Ill., Feb. 20, 2025 /PRNewswire/ — Hyzon Motors Inc. (“Hyzon” or the “Company”), a U.S.-based, high-performance, hydrogen fuel cell system manufacturer and technology developer focused on providing zero-emission power to decarbonize the most demanding industries, today announced that it has provided notification to The Nasdaq Stock Market, LLC (“Nasdaq”) of its intent to delist the Company’s Class A common stock, par value $0.0001 per share (the “Common Stock”) and its publicly-traded warrants with each whole warrant exercisable for one share of Common Stock at an exercise price of $575.00 per share (the “Warrants”), from the Nasdaq Capital Market. Hyzon expects to file a Form 25 (Notification of Removal from Listing) with the Securities and Exchange Commission (the “SEC”) and Nasdaq relating to the delisting of its Common Stock and Warrants on or about March 4, 2025. The removal of the Common Stock and Warrants from Nasdaq will be effective 10 days after the filing of the Form 25.
Following the delisting, the Company expects that the Common Stock will be traded on a market operated by the OTC Markets Group Inc. (the “OTC”). No assurances can be provided, however, that trading of the Common Stock on the OTC will occur.
In view of the Nasdaq’s delisting of the Company’s Common Stock and Warrants, the Company’s Board of Directors (“Board”) has undertaken a determination to deregister the Company with the SEC, having determined that both the delisting and deregistration are in the best interests of the Company and the holders of its Common Stock and Warrants.
The Board’s decision was based on careful review of numerous factors, including the potential for limiting the significant costs associated with preparing and filing periodic reports with the SEC and the legal, audit and other expenses associated with being a reporting company, as well as the substantial costs and demands on management’s time under the Sarbanes-Oxley Act of 2002, SEC rules and Nasdaq listing standards.
On January 23, 2025, the Company received a determination letter (the “Delisting Notification”) from Nasdaq stating that the Nasdaq staff (“Staff”) determined, in accordance with Listing Rules 5101 and 5110(b) and Nasdaq Listing Rule IM 5101-1, that the Common Stock and Warrants, will be delisted from Nasdaq. The Delisting Notification indicated that the Staff’s determination was based on, among other items, the Company’s previously announced Plan of Dissolution to which the Company is asking its stockholders to approve at a Special Meeting of Stockholders, which is to be reconvened after it was adjourned, to be held on February 27, 2025 at 9:00 A.M. Eastern Time and associated public interest concerns raised by such request. Per the Delisting Notification, the Company’s securities were suspended from trading on Nasdaq at the opening of business on January 30, 2025.
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HYZON ANNOUNCES DELISTING FROM NASDAQ AND EXPECTED SEC DEREGISTRATION, source
