I really don't know offhand how the 3 Strikes Rule applies to companies bounced down to the Grey Market. Obviously SPNG is still obligated to make timely reports unless they file Form 15 terminating their registration, but while they are not quoted on the BB, 3 Strike may not apply.
Key words in the Rule that make me think this are:
How does the three strikes ineligibility rule work in practice?
Pursuant to NASD Rule 6530(e), any OTCBB issuer that is delinquent in its reporting obligations three times in a 24-month period and/or is actually removed from the OTCBB for failure to file two times in a 24-month period is ineligible for quotation on the OTCBB for a period of one year. For a security to be eligible for quotation on the OTCBB, NASD Rule 6530 requires, in part, that the issuer of the security is required to file reports with the Commission or that the issuer of the security is a bank or savings associations (or holding company for such entities) that is not required to file reports with the Commission and, instead, makes filings with its applicable regulator. In addition to the foregoing, the issuer of the security must be current in its reporting obligations, subject to a 30 or 60 day grace period, as applicable. An OTCBB issuer will be deemed delinquent in its reporting obligations if the issuer fails to make a required filing when due or has filed an incomplete filing. In order for a filing to be complete, it must contain all required certifications and have been reviewed or audited as applicable, by an accountant registered with the Public Company Accounting Oversight Board.
How does FINRA determine whether an OTCBB issuer’s periodic financial report was filed timely?
For the purpose of determining the extent to which an issuer has filed its periodic financial reports in a timely fashion or has filed its periodic financial reports within the applicable grace period (in the case of an issuer that did not meet the initial filing deadline), the periodic financial report in question must have been received and time stamped by the Commission’s EDGAR system no later than 5:30 p.m. EST on the day the report was due or the last day of the applicable grace period. For the purpose of determining an issuer’s eligibility for quotation on the OTCBB, no exceptions to the 5:30 p.m. EST cut off will be made absent the existence of extraordinary circumstances in the sole discretion of SEC staff.
Initial Filing Deadline Delinquency Example: An OTCBB issuer that fails to file a periodic financial report on the day it is due by 5:30 p.m. EST receives a “strike,” even if the filing is made on the following day. If such a “strike” is the issuer’s third, the issuer will be removed form the OTCBB. A hearing request will stay the removal of the issuer’s securities from the OTCBB, pending the Hearing Officer’s decision, but only if it is accompanied by evidence / receipt of a wire transfer in the amount of $4,000. The stay of removal pending the Hearing Officer’s decision will not provide the issuer with additional time in which to cure ineligibility, if the issuer was, in fact, delinquent at the time that the filing was due. Grace Period Filing Deadline Delinquency Example: An OTCBB issuer that fails to file a periodic financial report on the day it is due and then subsequently fails to file the periodic financial report by 5:30 p.m. EST on the last day of the applicable grace period (in the case of a first or second “strike”) will be removed from the OTCBB. A hearing request will stay the removal of the issuer’s securities from the OTCBB, pending the Hearing Officer’s decision, but only if it is accompanied by evidence / receipt of a wire transfer in the amount of $4,000. The stay of removal pending the Hearing Officer’s decision will not provide the issuer with additional time in which to cure ineligibility, if the issuer was, in fact, delinquent at the end of the applicable grace period.
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