Exhibit 99.1
| |
By Electronic Delivery to: aschoenbart@EchoTX.com | 805 King Farm Blvd. Rockville, MD 20850 / USA Nasdaq.com |
August 20, 2015
Mr. Alan W. Schoenbart Chief Financial Officer Echo Therapeutics, Inc.
99 Wood Avenue South, Suite 302
Iselin, NJ 08830
| Re: | Echo Therapeutics, Inc. (the “Company”) Nasdaq Symbol: ECTE |
Dear Mr. Schoenbart:
I am following up on our recent telephone conversation, in which I explained that companies listed on the Nasdaq Capital Market (the “Capital Market”) are required to maintain a minimum of $2,500,000 in stockholders’ equity for continued listing.1 Since your Form 10-Q for the period ended June 30, 2015 reported stockholders’ equity of ($1,637,729), and as of August 20, 2015, the Company does not meet the alternatives of market value of listed securities or net income from continuing operations, the Company no longer complies with our Listing Rule (the “Rule”).2
Under our Rules the Company has 45 calendar days to submit a plan to regain compliance. If your plan is accepted, we can grant an extension of up to 180 calendar days from the date of this letter to evidence compliance. Your plan should be as definitive as possible, addressing any issues that you believe would support your request for an extension. You are encouraged to provide any relevant documentation, including but not limited to financial projections, agreements, offering circulars, letters of intent and contracts and the time line to complete your plan.3 The fee for the compliance plan review is $5,000.4 Please submit your non-refundable Compliance Plan Review fee in accordance with the instructions provided on the attached “Check Payment Form”.
________________________________
1 Listing Rule 5550(b)(1)
2 In a situation where an Issuer does not comply with the minimum $2.5 million, shareholders’ equity criteria of the Capital Market, Staff will determine if the Company has a market value of listed securities of $35 million, or net income from continuing operations of $500,000 in the most recently completed fiscal year or in two of the last three most recently completed fiscal years. For your convenience we have attached a breakdown of the Capital Market’s quantitative continued listing requirements.
3 For additional information with respect to compliance plans please see attached “Nasdaq Reference Links” when preparing your plan of compliance. This attachment includes links to the Frequently Asked Questions section relating to continued listing.
4 Listing Rule 5810(c)(2).
Mr. Alan W. Schoenbart
August 20, 2015
Page 2
In determining whether to accept your plan, we will consider such things as the likelihood that the plan will result in compliance with Nasdaq’s continued listing criteria, the Company’s past compliance history, the reasons for the Company’s current non-compliance, other corporate events that may occur within our review period, the Company’s overall financial condition and its public disclosures. Therefore, it would be helpful if your plan addresses each of these points.
Please email the Company’s compliance plan and the copy of the Check Payment Form or wire confirmation to me at darryl.bass@nasdaq.com no later than October 5, 2015. After I review the plan we will contact you if we have any questions or comments and will provide you written notice of our decision. If we do not accept your plan, you will have the opportunity to appeal that decision to a Hearings Panel.5
Our Rules require that the Company promptly disclose receipt of this letter by either filing a Form 8-K, where required by SEC rules, or by issuing a press release. The announcement needs to be made no later than four business days from the date of this letter and must include the continued listing criteria that the Company does not meet.6 The Company must also submit the announcement to Nasdaq’s MarketWatch Department.7 If the public announcement is made between the hours of 7:00 AM and 8:00 PM Eastern Time, the Company must submit the announcement to Nasdaq’s MarketWatch Department at least ten minutes prior its public release. If the public announcement is made outside of these hours, the Company must submit the announcement prior to 6:50 A.M. Eastern Time. Please note that if you do not make the required announcement trading in your securities will be halted.8
Finally, Nasdaq makes available to investors a list of all non-compliant companies, which is posted on our website at https://listingcenter.nasdaq.com. The Company will be included in the list beginning five business days from the date of this letter. As part of this process, an indicator reflecting the Company’s non-compliance will be broadcast over Nasdaq’s market data dissemination network and will also be made available to third party market data providers.
If you have any questions, please contact me at +1 301 978 8062.
________________________________
5 See Listing Rule 5815(a).
6 Listing Rule 5810(b).
7 The notice must be submitted to Nasdaq’s MarketWatch Department through the Electronic Disclosure submission system available at www.NASDAQ.net.
8 Listing IM-5810-1.
Mr. Alan W. Schoenbart
August 20, 2015
Page 3
Sincerely,
Darryl Bass Listing Analyst
Nasdaq Listing Qualifications
Enclosures
NASDAQ REFERENCE LINKS
Topic | Description |
NASDAQ Listing Rules | All initial and continued listing rules |
Corporate Governance | Board composition , committee requirements and shareholder approval |
Fees | FAQ's Listing Fees |
Frequently Asked Questions (FAQ's) | Topics related to initial listing and continued listing |
Hearing Requests & Process | Discussion of the Nasdaq Hearings process |
Listing of Additional Shares (LAS) | Explanation of Nasdaq’s Listing of Additional Shares process |
Transfer to the Nasdaq Capital Market | Procedures and application to transfer securities to the Nasdaq Capital Market |
Access to all Nasdaq listing information and forms can be accessed at the following:
https://listingcenter.nasdaq.com/Home.aspx

