Vision Sensing Acquisition Corp. Receives Positive Ruling from Nasdaq Hearings Panel

NEW YORK, April 19, 2024 (GLOBE NEWSWIRE) -- Vision Sensing Acquisition Corp. (NASDAQ: VSACU, VSAC, VSACW) (the “Company” or “VSAC”), a special purpose acquisition company, issues an update regarding the previously announced staff determination letter (the "Letter") received on January 17, 2024, from the Listing Qualifications Department of The Nasdaq Stock Market LLC ("Nasdaq") notifying the Company of the determination from the Nasdaq Staff (the "Staff").

As stated, the Letter was issued to the Company as the Company is not in compliance with the market value requirement as set forth Listing Rule 5450(b)(2)(A) (the “Market Value Requirement”), and the minimum 400 total holders requirement, as is required by Listing Rule 5450(a)(2) (the “Total Holders Requirement”). The Letter also states that the Company has not yet filed its Form 10-Q for the period ended September 30, 2023 (the “Filing”) and is therefore not in compliance with Listing Rule 5250(c)(1).

On January 23, 2024, the Company submitted an appeal to the appeal Staff’s determination to a Hearings Panel (the “Panel”), pursuant to the procedures set forth in the Nasdaq Listing Rule 5800 Series. This submission included a detailed Compliance Plan, to present to the Panel, to regain compliance with the Listing Rules and also requested a stay of the suspension of the Company’s securities. The Hearing request has stayed the suspension of the Company’s securities and the filing of the Form 25-NSE with the Securities and Exchange Commission (the "SEC"). On January 24, 2024, the Company was notified, by the Nasdaq Hearings Advisor, that the hearing is scheduled to be held on April 4, 2024. The Company's securities are still eligible to trade on Nasdaq.

VSAC noted that the deficiencies related to the Market Value Requirement and the Total Holders Requirement are common for SPACs at the Company's current stage of completing a planned transaction. In its Compliance Plan submitted to Staff, VSAC has noted that the recently announced business combination with Mediforum Co., Ltd. (“Mediforum”) will automatically resolve these deficiencies. The Company also noted that, if necessary, it can also consider implementing alternative solutions to the deficiencies to regain compliance with (a) the Market Value Requirement, by converting its Series B shares into Series A shares coupled with moving the company’s listing to the Nasdaq Capital Market and (b) the Total Holders Requirement, by working with outside agencies to increase the number of Total Holders to above the minimum requirement.