UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___________________________
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 23, 2023
(Exact name of registrant as specified in its charter)
| Nevada | 001-38754 | 99-0367049 |
| (State or other jurisdiction | (Commission | (IRS Employer |
| of incorporation) | File Number) | Identification No.) |
8541 E. Anderson Drive, Suite 100
Scottsdale, Arizona, United States
85255
(Address of principal executive offices) (ZIP Code)
Registrant’s telephone number, including area code: (480) 656-2423
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbols | Name of each exchange on which registered | ||
| Common stock, par value $0.001 per share | WTER | The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b -2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
On August 23, 2023, The Alkaline Water Company Inc. (the "Company") received a deficiency letter (the "Letter") from the Listing Qualifications Department of The Nasdaq Stock Market (the "Nasdaq"). The Letter notified the Company that since the Company had not yet filed its Form 10-Q for the period ended June 30, 2023 (the "Form 10-Q"), and because the Company did not timely file its Form 10-K for the fiscal year ended March 31, 2023 (the "Initial Delinquent Filing"), the Company does not comply with the Nasdaq's Listing Rule 5250(c)(1) (the "Rule") relating to the Company's obligation to file periodic financial reports for continued listing. The Letter further stated that the Company has until September 18, 2023 to submit a plan (the "Plan") to regain compliance with respect to the delinquent reports. The Letter also stated that any staff exemption to allow the Company to regain compliance, if granted, will be limited to a maximum of 180 calendar days from the due date of the Initial Delinquent Filing, or January 10, 2024.
If the Nasdaq does not accept the Plan, the Company will have the opportunity to appeal that decision to the Nasdaq Hearings Panel.
The Company is working to satisfy the Nasdaq's requirements in a timely manner. The Company filed its Form 10-K on EDGAR on August 17, 2023. Filing the delinquent Form 10-Q would satisfy this obligation, however, there can be no assurance that the Company will regain compliance with the Rule or maintain the listing of its common stock on the Nasdaq. If the Company's common stock ceases to be listed for trading on The Nasdaq Capital Market, the Company would expect that its common stock would be traded on one of the three tiered marketplaces of the OTC Markets Group.
Item 7.01 Regulation FD Disclosure.
A copy of our news release dated August 29, 2023 is being furnished herewith as Exhibit 99.1.
In accordance with General Instruction B.2 of Form 8-K, the information in this current report on Form 8-K, including Exhibit 99.1, is being furnished and shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act"), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
| 99.1 | News Release dated August 29, 2023 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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 hereunto duly authorized.
THE ALKALINE WATER COMPANY INC.
/s/ David A. Guarino
David A. Guarino
Chief Financial Officer and Director
August 29, 2023
The Alkaline Water Company Receives Nasdaq Notice on Late Filing of Its Form 10-Q
SCOTTSDALE, Ariz. (August 29, 2023)(BUSINESS WIRE)--The Alkaline Water Company Inc. (NASDAQ: WTER) (the "Company"), the country's largest independent alkaline water company and the Clean Beverage® company, today announced that it received a deficiency letter (the "Letter") on August 23, 2023 from the Listing Qualifications Department of The Nasdaq Stock Market (the "Nasdaq"). The Letter notified the Company that since the Company had not yet filed its Form 10-Q for the period ended June 30, 2023 (the "Form 10-Q"), and because the Company did not timely file its Form 10-K for the fiscal year ended March 31, 2023 (the "Initial Delinquent Filing"), the Company does not comply with the Nasdaq's Listing Rule 5250(c)(1) (the "Rule") relating to the Company's obligation to file periodic financial reports for continued listing. The Letter further stated that the Company has until September 18, 2023 to submit a plan (the "Plan") to regain compliance with respect to the delinquent reports. The Letter also stated that any staff exemption to allow the Company to regain compliance, if granted, will be limited to a maximum of 180 calendar days from the due date of the Initial Delinquent Filing, or January 10, 2024.
If the Nasdaq does not accept the Plan, the Company will have the opportunity to appeal that decision to the Nasdaq Hearings Panel.
The Company is working to satisfy the Nasdaq's requirements in a timely manner. The Company filed its Form 10-K on EDGAR on August 17, 2023. Filing the delinquent Form 10-Q would satisfy this obligation, however, there can be no assurance that the Company will regain compliance with the Rule or maintain the listing of its common stock on the Nasdaq. The Company wishes to reassure its stakeholders that it remains committed to fulfilling all requirements set forth by the Nasdaq and will leverage all available resources within its means to maintain its listing. If the Company's common stock ceases to be listed for trading on The Nasdaq Capital Market, the Company would expect that its common stock would be traded on one of the three tiered marketplaces of the OTC Markets Group.
About The Alkaline Water Company:
The Alkaline Water Company is the Clean Beverage® company making a difference in the water you drink and the world we share.
Founded in 2012, The Alkaline Water Company (NASDAQ: WTER) is headquartered in Scottsdale, Arizona. Its flagship product, Alkaline88®, is a leading premier alkaline water brand available in bulk and single-serve sizes along with eco-friendly aluminum packaging options. With its innovative, state-of-the-art proprietary electrolysis process, Alkaline88® delivers perfect 8.8 pH alkaline drinking water with trace minerals and electrolytes and boasts our trademarked "Clean Beverage" label.
To purchase The Alkaline Water Company's products online, visit us at www.alkaline88.com.
To learn more about The Alkaline Water Company, please visit www.thealkalinewaterco.com or connect with us on Facebook, Twitter, Instagram, or LinkedIn.
Notice Regarding Forward-Looking Statements
This news release contains "forward-looking statements." Statements in this news release that are not purely historical are forward-looking statements and include any statements regarding beliefs, plans, expectations, or intentions regarding the future. Such forward-looking statements include, among other things, that filing the delinquent Form 10-Q would satisfy this obligation; that the Company will regain compliance with the Rule or maintain the listing of its common stock on the Nasdaq; that the Company is committed to fulfilling all requirements set forth by the Nasdaq and will leverage all available resources within its means to maintain its listing; and that if the Company's common stock ceases to be listed for trading on The Nasdaq Capital Market, the Company would expect that its common stock would be traded on one of the three tiered marketplaces of the OTC Markets Group. The material assumptions supporting these forward-looking statements include, among others, that the Company will be able to file its late Form 10-K; the Company will continue to be able to comply with the Nasdaq listing rules; and that the Company will be able to obtain additional capital to satisfy the capital expenditure requirements. Actual results could differ from those projected in any forward-looking statements due to numerous factors. Such factors include, among others, the fluctuation in the market price of the Company's shares of common stock; the Company's ability to raise the additional funding that it will need to continue to pursue its business, planned capital expansion and sales activity. These forward-looking statements are made as of the date of this news release, and the Company assumes no obligation to update the forward-looking statements, or to update the reasons why actual results could differ from those projected in the forward-looking statements, except as required by applicable law, including the securities laws of the United States and Canada. Although the Company believes that any beliefs, plans, expectations, and intentions contained in this news release are reasonable, there can be no assurance that any such beliefs, plans, expectations, or intentions will prove to be accurate. Readers should consult all of the information set forth herein and should also refer to the risk factors disclosure outlined in the reports and other documents the Company files with the SEC, available at www.sec.gov, and on the SEDAR, available at www.sedar.com.
The Alkaline Water Company Inc.
Frank Chessman
President & CEO
866-242-0240
investors@thealkalinewaterco.com