High-Trend International Group 6-K, filed Dec 26, 2023
High-Trend International Group (HTCO)
About this 6-K
High-Trend International Group filed this 6-K on December 26, 2023.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16
OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of December 2023.
Commission File Number 001-41573
CARAVELLE INTERNATIONAL GROUP
(Registrant’s name)
60
Paya Lebar Road
#06-17 Paya Lebar Square
Singapore 409051
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F. Form 20-F ☒ Form 40-F ☐
Receipt of Nasdaq Delinquency Notice
On December 19, 2023, Caravelle International Group (the “Company”) received a notice (the “Notice”) from The Nasdaq Stock Market LLC (“Nasdaq”) indicating that the Company’s listed security has not regained compliance with the minimum $1 bid price per share requirement in accordance with Nasdaq Listing Rules (the “Rules”). However, the Nasdaq Staff (“Staff”) has determined that the Company is eligible for an additional 180 calendar day period pursuant to Rule 5810(c)(3)(A), or until June 3, 2024, to regain compliance. If at any time during this additional time period the closing bid price of the Company’s security is at least $1 per share for a minimum of 10 consecutive business days, Staff will provide written confirmation of compliance and this matter will be closed. If the Company chooses to implement a reverse stock split, it must complete the split no later than ten business days prior to the expiration date in order to timely regain compliance. If compliance cannot be demonstrated by June 3, 2024, Staff will provide written notification that the Company’s securities will be delisted.
The Notice is a second notice following the first notice that the Company received on June 7, 2023 regarding the Company’s failure to meet the minimum bid price requirement set forth in Nasdaq Listing Rule 5550(a)(2).
On December 26, the Company issued a press release announcing its receipt of the Notice. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
1
EXHIBIT LIST
| Exhibit | ||
| 99.1 | Press Release, dated December 26, 2023 |
2
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
(Registrant)
| CARAVELLE INTERNATIONAL GROUP | ||
| Date: | December 26, 2023 | |
| By: | /s/ Guohua Zhang | |
| Name: | Guohua Zhang | |
| Title: | Chief Executive Officer | |
3
Exhibit 99.1
Caravelle International Group Granted Additional 180 Days by Nasdaq to Meet Minimum Bid Price Requirement
SINGAPORE, December 26, 2023 /PRNewswire/ -- Caravelle International Group (Nasdaq: CACO), a trailblazing global ocean technology company, is pleased to announce that The Nasdaq Stock Market LLC (“Nasdaq”) has granted the company an additional 180-day compliance period, or until June 3, 2024, to meet the minimum $1 bid price per share requirement. This extension reflects the company’s proactive steps and ongoing commitment to comply with Nasdaq’s Listing Rules.
As previously announced, Caravelle International Group was notified by Nasdaq on June 7, 2023, regarding the listed security’s non-compliance with the minimum $1 bid price per share requirement over the previous 30 consecutive business days. Initially, the company was provided 180 calendar days, or until December 4, 2023, to regain compliance. Despite efforts, the $1 minimum bid price per share requirement was not met within this initial period.
The company remains dedicated to achieving compliance within this extended period. If at any time before June 3, 2024, the closing bid price of the company’s security is $1 per share or more for at least 10 consecutive business days, Nasdaq will provide written confirmation of compliance, and the matter will be resolved.
About Caravelle International Group
Caravelle is a global ocean technology company. Its business comprises of two sectors: the traditional business in international shipping, operated by the Topsheen Companies (Topsheen Shipping Group Corporation (Samoa) and its subsidiaries) and the new CO-Tech business under Singapore Garden Technology Pte. Ltd. As the traditional business, Caravelle’s international shipping business has generated all revenues. The CO-Tech business is a new development building upon the existing shipping business. It enables wood desiccation during the maritime shipping process, with full utilization of the shipping time, space, and the waste heat of exhaust gas from the shipping vessels. Caravelle’s CO-Tech industry has no historical operations and has not generated revenue. Caravelle is headquartered in Singapore.
Forward Looking Statements
This announcement contains “forward-looking” statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical fact, including, without limitation, those with respect to the objectives, plans and strategies of the Company set forth herein and those preceded by or that include the words “believe,” “expect,” “anticipate,” “future,” “will,” “intend,” “plan,” “estimate” or similar expressions, are “forward-looking statements”. Such statements include, but are not limited to risks detailed in the Company’s filings with the U.S. Securities and Exchange Commission, including its Annual Report on Form 20-F for the fiscal year ended October 31, 2022. These forward-looking statements involve a number of risks and uncertainties, which could cause the Company’s future results to differ materially from those anticipated. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those indicated or anticipated by such forward-looking statements. All information provided in this press release is as of the date of the publication, and the Company does not undertake any obligation to update any forward-looking statement, except as required under applicable law.
Contact
Caravelle International Group
60 Paya Lebar Road
#06-17 Paya Lebar Square
Singapore 409051
(65) 8304 8372
Attention: Tracy Xia
Email: ir@cacointernational.com