[PRESS RELEASE] – SEATTLE, Jan. 17, 2025 – Leafly Holdings Inc., a leading online cannabis discovery marketplace and resource for cannabis consumers, announced that it received notice that the Nasdaq Hearings Panel has determined to delist the company's common stock from The Nasdaq Stock Market LLC due to the company's failure to comply with the minimum $500,000 in net income from continuing operations in the most recently completed fiscal year, or two of the last three fiscal years for continued listing outlined in Listing Rule 5550(b) or any of Nasdaq's alternative continued listing requirements under Nasdaq Listing Rule 5550 for companies traded on the Nasdaq Capital Market and meet the required milestones outlined in the panel determination.
Trading in the company's common stock and warrants will be suspended on Nasdaq effective with the opening of trading on Jan. 17, 2025. As a result, the company expects its common stock and warrants to begin trading on the OTC Pink Open Market under the symbols “LFLY” and “LFLYW,” respectively, on that date. The transition of the company’s securities to the OTC Pink Open Market will not affect the company’s business or operations. There can be no assurance that a broker will continue to make a market in the company's securities or that trading of the securities will continue on an over-the-counter market or elsewhere.
Convertible Debt Extension
The company also announced it has reached an agreement with the holders of its 8% convertible senior notes due 2025 (the “notes”) to extend the maturity date of the notes from Jan. 31, 2025, to July 1, 2025. As part of the amendment, the company has agreed to pay down 12.5% of the outstanding principal amount of the notes and pay accrued interest on the notes through such a payment date. The company expects to make the prepayment and interest payment on Jan. 21, 2025.
The amendment to the notes, among other changes, adds certain financial covenants for the benefit of the holders. In addition, the company has agreed to grant a first priority security interest in substantially all of its assets to secure the notes. The other terms of the notes, including the conversion features and interest rate, remain the same.
