BTOG Bit Origin Ltd

 

 

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 January 2025

 

Commission File Number: 001-38857

 

BIT ORIGIN LTD

(Translation of registrant’s name into English)

 

27F, Samsung Hub

3 Church Street Singapore 049483

T: 347-556-4747

(Address of principal executive office)

 

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 x

Form 40-F ¨

 

 

 

INFORMATION CONTAINED IN THIS FORM 6-K REPORT

 

On January 3, 2025, Bit Origin Ltd (the “Company”) received a written notice from The Nasdaq Stock Market LLC (“Nasdaq”) Listing Qualifications Department notifying the Company that the Company no longer complies with Nasdaq Listing Rules (the “Rules”). Nasdaq Listing Rule 5550(b)(1) requires companies listed on the Nasdaq Capital Market to maintain a minimum of $2,500,000 in stockholders’ equity for continued listing, and the Company’s Form 20-F for the year ended June 30, 2024 reported stockholders’ equity of $909,583. In accordance with the Rules, the Company has 45 calendar days to submit a plan to regain compliance. If the plan is accepted, Nasdaq can grant an extension of up to 180 calendar days from the date of the letter to evidence compliance. The notification letter has no immediate effect on the Company’s listing on the Nasdaq Capital Market, and during the grace period, the Company’s ordinary shares will continue to trade on Nasdaq under the symbol “BTOG.” If Nasdaq does not accept the Company’s compliance plan, the Company may appeal the decision to a Hearings Panel. The Company intends to submit the compliance plan as soon as practicable. 

 

On January 8, 2025, the Company issued a press release entitled “Bit Origin Ltd Announces Receipt of Nasdaq Notification of Minimum Stockholder’s Equity Non-Compalince”. A copy of the press release is furnished herewith as Exhibit 99.1.

 

EXHIBIT INDEX

 

Exhibit No.		Description
99.1		Press Release - Bit Origin Ltd Announces Receipt of Nasdaq Notification of Minimum Stockholders’ Equity Non-Compliance, dated January 8, 2025

 

 

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.

 

Date: January 8, 2025	BIT ORIGIN LTD
	By:	/s/ Jinghai Jiang
	Name:	Jinghai Jiang
	Title:	Chief Executive Officer, Chief Operating Officer and Chairman of the Board

 

Exhibit 99.1

 

Bit Origin Ltd Announces Receipt of Nasdaq Notification of Minimum Stockholders’ Equity Non-Compliance

 

New York, January 8, 2025 (GLOBE NEWSWIRE) – Bit Origin Ltd (NASDAQ: BTOG) ("Bit Origin" or the "Company"), an emerging growth company engaged in the crypto mining business with diversified expansion strategies, today announced that it has received a written notification (the "Notification Letter") from the Listing Qualifications staff of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that it is no longer in compliance with the minimum stockholders' equity requirement for continued listing on the Nasdaq Capital Market, listing Rule 5550(b)(1), due to its failure to maintain a minimum of $2,500,000 in stockholders' equity. In the Company's Form 20-F dated December 26, 2024, the Company reported stockholders' equity of $909,583 as of June 30, 2024.

 

The Notification Letter provides that the Company has 45 calendar days to submit to Nasdaq a plan to regain compliance with the Rule. If the plan is accepted, Nasdaq can grant an extension of up to 180 calendar days from the date of the letter to evidence compliance.

 

The Notification Letter has no immediate effect on the listing or trading of the Company's securities on Nasdaq. The Company’s ordinary shares will continue to trade on Nasdaq under the symbol “BTOG”.

 

About Bit Origin Ltd

 

Bit Origin Ltd, formerly known as China Xiangtai Food Co., Ltd., is an emerging growth company operating in the United States and engaged in the cryptocurrency mining business. The Company is also actively deploying blockchain technologies alongside diversified expansion strategies. For more information, please visit https://bitorigin.io.

 

Safe Harbor Statement

 

This announcement contains forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact in this announcement are forward-looking statements. These forward-looking statements involve known and unknown risks and uncertainties and are based on current expectations and projections about future events and financial trends that the Company believes may affect its financial condition, results of operations, business strategy, and financial needs. Investors can identify these forward-looking statements by words or phrases such as "may," "will," "expect," "anticipate," "aim," "estimate," "intend," "plan," "believe," "potential," "continue," "is/are likely to" or other similar expressions. The Company undertakes no obligation to update forward-looking statements to reflect subsequent occurring events or circumstances or changes in its expectations, except as may be required by law. Although the Company believes that the expectations expressed in these forward-looking statements are reasonable, it cannot assure you that such expectations will turn out to be correct, and the Company cautions investors that actual results may differ materially from the anticipated results.

  

Company Contact

 

Bit Origin Ltd

Mr. Jiang Jinghai, Chairman of the Board, CEO and COO

Email: ir@bitorigin.io

 

To keep updated on Bit Origin’s news releases and SEC filings, please subscribe to email alerts at https://bitorigin.io/contact

 

 

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