Financial Obligation, Failure to Satisfy Listing Rule (Form 8-K)

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The disclosure contained in Item 1.01 of this Current Report Form 8-K is incorporated by reference in this Item 2.03.

Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

On October 28, 2026, the Company received a letter from the Listing Qualifications Department of The Nasdaq Stock Market ("Nasdaq") stating that the staff of Nasdaq ("Staff") had determined that (i) the Company's securities will be delisted from Nasdaq, (ii) trading of the Company's ordinary shares, warrants, and units will be suspended at the opening of business on November 6, 2026 and (iii) a Form 25-NSE will be filed with the U.S. Securities and Exchange Commission (the "SEC"), which will remove the Company's securities from listing and registration on Nasdaq. As previously disclosed, the Company was notified on September 10, 2026 by Nasdaq of its failure to meet the requirements of Nasdaq Listing Rule 5450(a)(2). Since the Company did not provide a compliance plan prior to the deadline set by Nasdaq, the Staff concluded that the Company did not comply with Rule 5450(a)(2) and that the Company's securities are now subject to delisting.