Rennova Health, Inc. (NASDAQ:RNVA) Files An 8-K Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing
Item 3.01 Notice of Delisting or Failure to Satisfy a Continued
Listing Rule or Standard; Transfer of Listing.
On June 12, 2017, Rennova Health, Inc. (the Company) was notified
by the Nasdaq that the bid price of the Companys common stock
closed below the minimum $1.00 per share requirement for
continued inclusion under Nasdaq Rule 5550(a)(2) (the Rule). In
accordance with Nasdaq Rule 5810(c)(3)(A), the Company has 180
calendar days, or until December 11, 2017, to regain compliance.
If at any time before December 11, 2017, the bid price of the
Companys common stock closes at $1.00 per share or more for a
minimum of 10 consecutive business days, the Company will regain
compliance with the Rule. If the Company does not regain
compliance by December11, 2017, an additional 180 days may be
granted to regain compliance, so long as the Company meets The
Nasdaq Capital Market initial listing criteria (except for the
bid price requirement). As previously announced, the Securities
Purchase Agreement, dated as of June 2, 2017, between the Company
and the accredited investors party thereto, provides that the
Company shall hold a meeting of stockholders at the earliest
practicable date to obtain stockholder approval of at least a
1-for-8 reverse split of the Companys common stock. Promptly
following receipt of such stockholder approval, the Company shall
cause the reverse split to occur.
Item 5.07 Submission of Matters to a Vote of Security
Holders.
On June 16, 2017, the Company held a Special Meeting of
Stockholders to: (1) approve, for the purpose of Nasdaq Listing
Rule 5635(d), the issuance of shares of the Companys common stock
underlying Senior Secured Original Issue Discount Convertible
Debentures and three series of Warrants issued by the Company to
the terms of that certain Securities Purchase Agreement, dated as
of March 15, 2017, and those certain Exchange Agreements, dated
as of March 15, 2017, between the Company and the investors named
therein, in an amount in excess of 19.99% of the Companys common
stock outstanding before the issuance of such Senior Secured
Original Issue Discount Convertible Debentures and Warrants; and
(2) authorize an adjournment of the Special Meeting, if
necessary, if a quorum is present, to solicit additional proxies
if there are not sufficient votes in favor of Proposal 1.
Proposal 1 was approved by the Companys stockholders. Set forth
below are the final voting results for the proposal submitted to
a vote of the stockholders at the Special Meeting. For more
information regarding the proposals, see the Companys definitive
proxy statement filed with the Securities and Exchange Commission
on April 25, 2017.
Proposal 1: To approve, for the purpose of Nasdaq Listing Rule
5635(d), the issuance of shares of the Companys common stock
underlying Senior Secured Original Issue Discount Convertible
Debentures and three series of Warrants issued by the Company to
the terms of that certain Securities Purchase Agreement, dated as
of March 15, 2017, and those certain Exchange Agreements, dated
as of March 15, 2017, between the Company and the investors named
therein, in an amount in excess of 19.99% of the Companys common
stock outstanding before the issuance of such Senior Secured
Original Issue Discount Convertible Debentures and Warrants.
| For | 2,759,422 | |
| Against | 435,378 | |
| Abstain | 310,348 |
Because Proposal 1 was approved by the stockholders, Proposal 2,
to authorize an adjournment of the Special Meeting, if necessary,
if a quorum is present; to solicit additional proxies if there
are not sufficient votes in favor of Proposal 1, was not voted on
at the Special Meeting.
About Rennova Health, Inc. (NASDAQ:RNVA)
Rennova Health, Inc. (Rennova), formerly CollabRx, Inc., is a provider of diagnostics and supportive software solutions to healthcare providers. The Company operates in three segments: clinical laboratory operations, supportive software solutions, and decision support and informatics operations. The Company is a healthcare enterprise that delivers products and services, including laboratory diagnostics, healthcare technology solutions, and revenue cycle management and intends to provide financial services, to medical providers. Rennova’s principal line of business is clinical laboratory blood and urine testing services. It is also engaged in the provision of urine drug toxicology testing to physicians, clinics and rehabilitation facilities in the United States. Its clinical laboratories include Biohealth Medical Laboratory, Inc.; Alethea Laboratories, Inc.; International Technologies, LLC; EPIC Reference Labs, Inc., and Epinex Diagnostics Laboratories, Inc.