One Horizon Group Announces Voluntary Delisting from NASDAQ

MIAMI, Feb. 26, 2019 (GLOBE NEWSWIRE) — One Horizon Group, Inc. (NASDAQ: OHGI) (the “Company”) today announced that it has notified The Nasdaq Stock Market LLC (“NASDAQ”) of its intent to withdraw its common stock, par value $0.0001 per share, from listing on the NASDAQ Capital Market. The Company intends to file with the Securities and Exchange Commission, and with NASDAQ, a Form 25 relating to the delisting of its common stock on March 8, 2019. It is anticipated that the delisting will become effective on March 18, 2019, 10 days after filing the Form 25. The Company intends to file an application to have its common stock quoted on the OTCQB tier of the OTC Markets. The Company does not expect the transition to the OTCQB to affect the Company’s business operations.

On May 10, 2018, the Company received notice from NASDAQ indicating that the Company’s common stock did not meet the minimum closing bid price required to maintain continued listing on The NASDAQ Capital Market. Consistent with the NASDAQ Listing Rules, we received two 180-day grace periods to regain compliance. The second grace period is set to expire on May 6, 2019.

During subsequent interactions between the Company and NASDAQ, it became apparent that NASDAQ may make a finding of noncompliance with the stockholder approval requirements of NASDAQ Listing Rule 5635 and may initiate delisting proceedings against the Company.

As a result of the foregoing, the Company made the decision to voluntarily terminate its listing.