CLEU News & Events

China Liberal Education announced that on May 30, 2025, the Company received notice from The Nasdaq Stock Market LLC that the Company's securities will be suspended from trading on Nasdaq effective June 3, 2025. The suspension is due to the Company's failure to submit a request for an extended stay or otherwise address the delinquency in filing its annual report on Form 20-F for the fiscal year ended December 31, 2024, in its written submissions to the Nasdaq Hearings Panel.

China Liberal Education received an additional staff determination notice from the Listing Qualifications Department of Nasdaq notifying the company that it is delinquent in filing its Annual Report on Form 20-F for FY24 and that this matter serves as an additional basis for delisting the company's securities from Nasdaq. China Liberal has previously submitted a request for hearing before the Nasdaq's Hearings Panel. A hearing before the Panel has been scheduled on June 10. The company will have seven days, or until May 28, to request a stay of the suspension, pending a Panel decision. The Panel will review the request for an extended stay and notify the company of its conclusion as soon as practicable, no later than 15 calendar days following the deadline to request a further stay. In the meantime, the company is actively engaged with the necessary parties to finalize and file its delayed Form 20-F, which has been substantially drafted before the original filing deadline.

China Liberal Education received a staff determination notice from the Listings Qualifications Department of Nasdaq on May 7 notifying the staff's decision pursuant to its discretionary authority under Listing Rule 5101 to delist the company based on public interest concerns raised by the company's substantial issuance of its ordinary shares in December 2024. The Staff has determined that the company's issuance of certain Ordinary Shares and warrants pursuant to an investment agreement with certain individual investors dated December 23, 2024 and a warrant exchange agreement with the Purchasers dated December 31, 2024, raises public interest concerns because the issuance resulted in substantial dilution for its shareholders. The Private Placement resulted in an equivalent price per share sold of $0.006, which was a 96% discount from the 15c Minimum Price as defined by the Nasdaq Listing Rules for the Private Placement. Accordingly, this matter serves as a basis for delisting the company's securities from Nasdaq. The company's securities will be suspended from trading on Nasdaq at the opening of business on May 16 unless the company requests an appeal the determination to Nasdaq's Hearings Panel by May 14. The company intends to timely appeal Nasdaq's determination to the Panel and submit to the Panel a plan to regain compliance with Nasdaq's applicable continued listing standards. The company's hearing request will stay the Suspension and the filing of the Form 25-NSE pending the Panel's decision on the company's appeal.

China Liberal Education announced that the company plans to effect a share consolidation of fifteen ordinary shares into one ordinary share. As a result of the Share Consolidation, each fifteen pre-consolidation ordinary shares outstanding will automatically combine and convert into one issued and outstanding ordinary share without any action on the part of the shareholders. The Share Consolidation will be effective on December 24. Beginning with the opening of trading on December 24, the company's ordinary shares will begin trading on a post-Share Consolidation basis on the Nasdaq Capital Market under the same symbol "CLEU" but under a new CUSIP number of G2161Y125. No fractional shares will be issued in connection with the Share Consolidation. All fractional shares will be rounded up to the whole number of shares.