Graphex Group: NYSE American Delisting Does Not Affect Hong Kong Stock Exchange Trading
Hong Kong, May 15, 2025 – Graphex Group Limited (HKSE: 6128) announced that the NYSE American LLC issued a delisting notification for its American Depositary Shares (ADSs). Trading was suspended with the symbol “GRFX” effective May 14, 2025. The company had previously reported non-compliance with Sections 134 and 1101 of the NYSE American Company Guide due to a delay in filing its Form 20-F with the SEC for the year ending December 31, 2023. The New York Exchange’s deadline for completing this filing was May 15, 2025. The ADSs will now be traded on the OTC Expert Market, managed by OTC Markets Group, Inc.
The OTC Expert Market has significantly less scope than the NYSE, and listing on it will probably reduce liquidity for current and potential ADS holders, potentially lowering the trading price. The Company cannot guarantee that the ADS will be traded or continue to be traded on this market, or that broker-dealers will provide public quotes, or that the trading volume will be sufficient to provide an efficient trading market.
Graphex Group’s ordinary shares will continue to be traded on The Stock Exchange of Hong Kong Limited, which is not impacted. Additionally, the previously announced Rights Offering’s closing and our business operations will not be affected. As of May 13, 2025, there were approximately 51,605,000 ADSs outstanding, representing approximately 5.5% of the issued and outstanding ordinary shares, considering the Rights Offering’s closing.
Graphex Group was unable to complete the Delayed Filing by May 15, 2025, largely because the fiscal year’s financial audit by a PCAOB-registered audit firm is incomplete. As previously disclosed in its Form 6-K report filed on March 4, 2025, Graphex Group appointed SFAI MALAYSIA PLT (“SFAI”) as its new independent PCAOB-registered public accounting firm for its U.S. GAAP consolidated financial statements. Graphex Group is still working with this audit firm to finalize the audit, but it could not be finished by May 15, 2025. There are no disagreements with this audit firm regarding the financial statements. Graphex Group anticipates that the audits and the annual reports on Form 20-F for fiscal years 2023 and 2024 will be completed around June 30, 2025, approximately 90 days after SFAI was appointed.
Graphex Group adheres to all HKSE listing requirements, including the prompt auditing of its financial statements, prepared in accordance with International Financial Reporting Standards (IFRS) by Crowe (HK) CPA. These financial statements and the annual reports for Graphex Group have been submitted to the Commission on Reports on Form 6-K and are accessible at SEC.gov. Graphex Group advises investors to review the latest financial data available through its HKSE filings.
The Company is entitled to appeal the New York Exchange Regulation staff’s decision and is weighing this option. If the Company wins any appeal, the New York Exchange may resume ADS trading; however, trading will remain suspended until then. There is no guarantee that any such appeal will be successful or that the ADSs will be relisted on the New York Exchange.
About Graphex
Graphex is a multinational technology company that focuses on developing technologies and products to improve renewable energy, especially the refining of natural spherical graphite, synthetic graphite, and graphene-related products, which are essential parts of EVs/Lithium-ion batteries and other applications. Graphex has substantial commercial experience in the deep processing of graphite and producing battery-grade graphite anode material. The current production is 10,000 tonnes per annum (tpa), and an expansion is underway to increase production to 50,000 tpa within the next 18 months, to 100,000 tpa within the next 36 months, and to 150,000 tpa or more by 2030.
Graphex is a top supplier of specialized graphite anode material to the EV and renewable energy industries and holds patents in areas such as products, production methods, machinery design, and environmental protection. Graphex’s goal is to grow its global operations to help with energy transition and electrification around the world.
To learn more about Graphex please visit .
Forward Looking Statements
All statements in this presentation that are not historical facts, including statements about our future results of operations and financial position, our business strategy and plans, and our goals for future operations, are “forward-looking statements” under the Private Securities Litigation Reform Act of 1995 and the safe harbor in Sections 27A and 21E of the Securities Act of 1933 and the Securities Exchange Act of 1934, respectively. You can spot these forward-looking statements by words or phrases like “may,” “will,” “expect,” “anticipate,” “aim,” “estimate,” “intend,” “plan,” “believe,” “likely,” “potential,” “continue,” or other similar terms. We’ve based these forward-looking statements mainly on our current expectations and forecasts about future events and trends that we think could affect our financial situation, results of operations, business plan, short-term and long-term business operations and objectives, and financial needs. These forward-looking statements involve several risks and uncertainties.
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