KUALA LUMPUR, Malaysia, April 13, 2016 (GLOBE NEWSWIRE) -- MOL Global, Inc. (Nasdaq:MOLG) ("MOL" or the "Company"), a leading e-payment enabler for online goods and services in emerging and developed markets, announced today its intention to allow its American Depositary Shares (“ADSs”) to be delisted from the NASDAQ Global Select Market (“NASDAQ”) and voluntarily effect deregistration under the Securities Exchange Act of 1934, as amended (the "Exchange Act).
On October 5, 2015, the Company received a non-compliance letter from NASDAQ notifying the Company that it no longer met the minimum bid price of $1.00 per ADS required for continued listing on NASDAQ. The Company was initially granted the opportunity to submit a plan to cure the deficiency and regain compliance by April 4, 2016 (the “first compliance period”). Subsequent to the first compliance period, the Company received another letter from NASDAQ dated April 7, 2016 giving the Company additional time to consider making an application before April 14, 2016 to apply for a second compliance period to regain compliance. However, the Company, having considered all available options, decided that it will not submit such a plan and will instead allow the ADSs to be delisted from NASDAQ and seek to deregister its ADSs under the Exchange Act. As a result, trading of the Company’s ADSs will be suspended on April 18, 2016. NASDAQ is expected to file a Form 25, Notification of Removal from Listing and/or Registration under Section 12(b) of the Securities Exchange Act of 1934 with the SEC in connection with the official delisting of the ADSs and the official delisting of the ADSs will become effective approximately 10 days thereafter.
The decision to allow the ADSs to be delisted from NASDAQ and to seek deregistration under the Exchange Act was taken following the Company’s review and careful consideration of several factors including the non-compliance letters received from NASDAQ for the continued listing requirements, the ongoing listing, legal, administrative and additional accounting costs, the inordinate amount of executive time and Company resources consumed in regulatory compliance obligations which the Company considered would be better spent developing the business to drive better financial results and the lack of investor interest as shown in the low daily trading volumes of the ADSs on NASDAQ. The Company's board of directors determined that delisting and deregistration are in the overall best interests of the Company and its stockholders.
Following delisting, the Company’s ADSs may be quoted on the OTC Market Group’s OTC Pink marketplace (http://www.otcmarkets.com/marketplaces/otc-pink), an electronic quotation service for over-the-counter securities. However, there can be no assurance that any market maker or broker will make a market in the ADSs.
At least ten days after the effective date of the delisting, the Company will be eligible to file Form 15 with the SEC to deregister under Section 12(g) of the Exchange Act and suspend its reporting obligations pursuant to Section 15(d) of the Exchange Act, provided it has fewer than 300 holders of record (as such term is used in the Exchange Act) at the time of such filing. Based on information provided by the ADS depositary and the Company's corporate records, the Company currently has fewer than 300 holders of record. To the extent the Company continues to have fewer than 300 holders of record on a date that is at least ten days after the effective date of the delisting, the Company intends to file Form 15 with the SEC. Upon the filing of Form 15 the Company's reporting obligations under the Exchange Act will be suspended with immediate effect. Ninety days after the filing of Form 15 the Company will no longer be subject to the requirements of the Exchange Act so long as the Company continues to have fewer than 300 holders of record.
About MOL Global, Inc.
MOL Global, Inc. (NASDAQ:MOLG) is a leading e-payment enabler for online goods and services in emerging and developed markets. MOL operates a payments platform that connects consumers with digital content providers, telecommunications service providers and online merchants by providing a vast network of distribution channels that accepts cash and online payment methods. Its physical distribution network comprises more than 970,000 locations in 11 countries across four continents. The Company also has mobile payment channels, electronic distribution channels that accept major credit cards and online banking from more than 100 banks. For more information, please visit ir.mol.com.
Safe Harbor Statement
This announcement contains forward-looking statements. These statements are made under the "safe harbor" provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as "will," "expects," "anticipates," "future," "intends," "plans," "believes," "estimates," "confident," "target," "going forward" and similar statements. Among other things, our strategic and operational plans contain forward-looking statements. We may also make written or oral forward-looking statements in our periodic reports to the U.S. Securities and Exchange Commission, in our annual report to ADS-holders, in press releases and other written materials and in oral statements made by our officers, directors or employees to third parties. Statements that are not historical facts, including statements about our beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: our growth strategies; our future business development, including development of new products and services; our ability to attract and retain users and customers; competition in each of the markets in which we operate; changes in our revenues and certain cost or expense items as a percentage of our revenues; and the expected growth of the e-payment market and the number of e-payment users. Further information regarding these and other risks is included in our filings with the Securities and Exchange Commission. We do not undertake any obligation to update any forward-looking statement, except as required under applicable law. All information provided in this press release and in the attachments is as of the date of the press release, and we undertake no duty to update such information, except as required under applicable law.