YHN Acquisition Rejects Nasdaq Delisting Appeal After Missing Two Market Value Thresholds
Key Facts
YHN Acquisition I has decided not to appeal Nasdaq staff’s decision to delist its securities, and its board has also decided not to seek a transfer of its listing to the Nasdaq Capital Market, according to a filing with the U.S. Securities and Exchange Commission. The company received written notice on October 21 after failing to regain compliance by the October 14 deadline. The failures involved two separate requirements: the minimum market value of publicly held shares and the minimum market value of listed securities. The delisting decision covers units trading under the symbol YHNAU, common shares under YHNA and rights under YHNAR. The company expects trading in these securities on Nasdaq to be suspended at the open on October 30, putting a move to an alternative market at the center of its next steps.
The cure period for the two market value deficiencies began after an earlier Nasdaq notice on April 17, 2026. The company’s quarterly report said the deficiencies continued for 30 consecutive business days, from March 5 through April 16, on the Nasdaq Global Market. The exchange gave the company 180 calendar days to regain compliance, ending on October 14. Meeting both requirements required reaching the prescribed threshold for at least 10 consecutive business days before the deadline. After the deadline passed without compliance being restored, Nasdaq issued its staff determination, which the company was notified of on October 21. The company also disclosed in its quarterly report a separate notice it received on June 10 regarding the minimum number of holders of securities, which is 400 holders.
The company had until 4:00 p.m. Eastern Time on October 28 to request an appeal hearing, and could also have applied to transfer its listing by the same deadline if it met the alternative market’s requirements. But it decided not to pursue either option, according to its filing. The company plans to seek a listing for its securities to trade at quoted prices on the OTC market after trading on Nasdaq is suspended. This requires, among other things, a market maker to file a Form 211 with the Financial Industry Regulatory Authority, and the authority to approve the filing. The company said its securities’ eligibility to trade on OTC is not guaranteed, nor is the continued existence of an active market for them.
The company warned that the move could result in a less liquid market and adversely affect the trading price and its volatility. Its quarterly report showed cash and securities held in the trust account totaled $27,832,053 on June 30, 2026, compared with $27,050,906 on December 31, 2025. The company describes itself as a shell company seeking to complete a business combination, and its report said 2,535,821 common shares were subject to possible redemption on June 30. The original deadline to complete the business combination was September 19, 2026, and a shareholder vote addressed extending it through 3 extensions, each lasting 3 months, to June 19, 2027. The company said the delisting does not change its operations or its intention to continue pursuing a business combination, and that it plans to continue filing its periodic reports with the SEC.
The company confirmed that the delisting does not affect the right of holders of public common shares to receive their pro rata share of the funds held in the trust account under its governing documents. According to the filing, this right is tied to shareholder votes on the business combination or its failure to be completed within the specified period. The company said shareholders have the right to “receive their pro rata share of the funds held in the trust account.” The filing thus separates the listing and trading status from rights relating to the trust account funds. The key operational date remains the expected suspension of trading at the market open on October 30, followed by the company’s application to list its securities on OTC and completion of the market maker and regulatory requirements.