Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16]
11 Aprile 2024 - 2:00PM
Edgar (US Regulatory)
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 April 2024
Commission File Number: 001-38851
X3 HOLDINGS CO., LTD.
(Translation of Registrant’s name into English)
Suite 412, Tower A, Tai Seng Exchange
One Tai Seng Avenue
Singapore 536464
(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 ☒ Form 40-F ☐
EXHIBIT INDEX
SIGNATURE
Pursuant to the requirements of the Securities
and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: April 11, 2024
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X3 HOLDINGS CO., LTD. |
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By: |
/s/ Stewart Lor |
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Stewart Lor |
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Chief Executive Officer |
2
Exhibit 99.1
X3 Holdings Announces Receipt of Nasdaq Notification
Letter Regarding Minimum
Bid Price Deficiency
Singapore, April 11, 2024 /PRNewswire/ —
X3 Holdings Co., Ltd. (Nasdaq: XTKG) (the “Company” or “XTKG”), a global provider of digital solutions and technology
services spanning diverse industries, today announced that it has received a notification letter (the “Notification Letter”)
from the Nasdaq Stock Market LLC (the “Nasdaq”) dated April 10, 2024, notifying the Company that it is not in compliance with
the minimum bid price requirement as set forth under Nasdaq Listing Rule 5550(a)(2) for continued listing on the Nasdaq. This press release
is issued pursuant to Nasdaq Listing Rule 5810(b), which requires prompt disclosure upon the receipt of a deficiency notification.
Nasdaq Listing Rule 5550(a)(2) requires listed
securities to maintain a minimum bid price of US$1.00 per share, and Listing Rule 5810(c)(3)(A) provides that a failure to meet the minimum
bid price requirement exists if the deficiency continues for a period of 30 consecutive business days. Based on the closing bid price
of the Company’s ordinary shares for over 30 consecutive business days from February 22, 2024 to April 8, 2024, the Company no longer
meets the minimum bid price requirement.
In accordance with the Nasdaq Listing Rule 5810(c)(3)(A),
the Company has been provided 180 calendar days, or until October 7, 2024, to regain compliance with Nasdaq Listing Rule 5550(a)(2). To
regain compliance, the Company’s ordinary shares must have a closing bid price of at least US$1.00 for a minimum of 10 consecutive
trading days. In the event that the Company does not regain compliance by October 7, 2024, the Company may be eligible for additional
time to regain compliance or may face delisting.
The receipt of the Notification Letter has no
immediate effect on the Company’s business operations or the listing of the Company’s ordinary shares, which will continue
to trade uninterrupted on the Nasdaq under the ticker “XTKG”. To address this issue, the Company intends to continuously monitor
its closing bid price and is in the process of considering various measures to improve its financial position and results of operations,
which the Company expects to countervail the short-term adverse effects on its trading price and cure the deficiency in due time.
About X3 Holdings
X3 Holdings Co., Ltd. (Nasdaq: XTKG) is a global
provider of digital solutions and technology services spanning diverse industries. The Company is operating across diversified business
segments in digital technologies, cryptomining operations, renewable energy and agriculture technologies. X3 Holdings is headquartered
in Singapore with subsidiaries and operations globally. For additional information, please visit www.x3holdings.com.
Safe Harbor Statement
This press release contains forward-looking statements.
Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying
assumptions and other statements that are other than statements of historical facts. These statements include, among others, statements
regarding the Company’s plans to regain compliance with the minimum bid price requirement. The Company’s actual results may
differ materially from those expressed in any forward-looking statements as a result of various factors and uncertainties. The reports
filed by the Company with the Securities and Exchange Commission discuss these and other important factors and risks that may affect the
Company’s business, results of operations and financial conditions. For these reasons, among others, investors are cautioned not
to place undue reliance upon any forward-looking statements in this press release. The Company undertakes no obligation to publicly revise
these forward-looking statements to reflect events or circumstances that arise after the date hereof.
For more information, please contact:
Corporate Investor Relations
Email: ir@x3holdings.com
Website: www.x3holdings.com
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