UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
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| Item 3.01 | Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. |
On August 23, 2022, Benessere Capital Acquisition Corp. (the “Company”) received a notice (the “Notice”) from the Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market (“Nasdaq”) indicating that the Company was not in compliance with Nasdaq Listing Rule 5250(c)(1) (the “Rule”) because the Company failed to timely file its Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2022 (the “Form 10-Q”), with the Securities and Exchange Commission (the “SEC”). The Rule requires listed companies to timely file all required periodic financial reports with the SEC.
On August 31, 2022, the Company received a letter (the “Letter”) from the Staff informing the Company that the Staff determined that the Company had regained compliance with the Rule as a result of the Company’s filing of the Form 10-Q with the SEC on August 24, 2022. As the Company has regained compliance, the Letter confirmed that the matter is now closed.
| Item 8.01 | Other Events. |
On September 1, 2022, the Company issued a press release announcing its receipt of the Notice and the Letter. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
On September 1, 2022, the Company issued a press release announcing its receipt of the Notice and the Letter. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
(d) Exhibits
| 99.1 | Press Release, dated September 1, 2022 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Benessere Capital Acquisition Corp. | ||||
| By: | /s/ Patrick Orlando | |||
| Name: | Patrick Orlando | |||
| Title: | Chief Executive Officer | |||
Dated: September 1, 2022
Exhibit 99.1
Benessere Announces Receipt of Nasdaq Notice of Non-compliance and Subsequent Notification of Compliance
Thursday, September 1, 2022 4:05 PM
NEW YORK, NY / ACCESSWIRE / September 1, 2022 / Benessere Capital Acquisition Corp. (NASDAQ:BENE)(NASDAQ:BENEU)(NASDAQ:BENEW)(NASDAQ:BENER)(“Benessere” or the “Company”), announced today that it received a letter from Listing Qualification Department of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that, because the Company had not yet filed its Form 10-Q for the period ended June 30, 2022 (the “10-Q”), the Company did not comply with Nasdaq’s Listing Rules 5250(c)(1) “Obligation to File Periodic Financial Reports” for continued listing. Per Nasdaq’s rules the Company was required to make a disclosure about the receipt of the delinquency letter.
The Company filed its Form 10-Q on August 25, 2022 and on August 31, 2022 the Company received a notification letter from Nasdaq stating that based on filing the Form 10-Q, the Company now complies with the rule and this matter is now closed.
About Benessere
Benessere is a blank check company formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses. Benessere’s strategy is to identify and complete business combinations with technology-focused middle market and emerging growth companies in North, Central and South America. For more information, please visit www.benespac.com.
Forward-Looking Statements
This communication contains forward-looking statements within the meaning of the federal securities laws. These forward-looking statements are generally identified by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “strategy,” “future,” “opportunity,” “plan,” “may,” “should,” “will,” “would,” “will be,” “will continue,” “will likely result” and similar expressions, but the absence of these words does not mean that a statement is not forward-looking. Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions and, as a result, are subject to risks and uncertainties.
SOURCE: Benessere Capital Acquisition Corp.