Codere Online Remains on the Stock Market after Late Drama

Codere Online has successfully avoided being delisted from the Nasdaq Stock Market by submitting its overdue financial report to the U.S. Securities and Exchange Commission (SEC), bringing the company back into compliance with exchange rules.

The digital gaming operator announced on Friday that it had received formal confirmation from Nasdaq allowing its continued listing. The update followed its submission of Form 20-F—its annual report for 2024—on June 2. This filing resolved a months-long compliance issue that had put Codere’s stock at risk.

• Form 20-F: An annual report filed by foreign companies trading in the U.S., required by the SEC.

• Nasdaq Listing Rule 5250(c)(1): Requires timely filing of periodic reports with the SEC.

• Delisting: The removal of a company's stock from an exchange, typically due to failure to meet regulatory or financial requirements.

Timeline of the Delisting Threat

On May 16, Nasdaq issued a “staff determination letter,” notifying Codere Online of its intent to delist the company due to its failure to file the 2024 annual report on time, as required by Listing Rule 5250(c)(1). Codere had missed the original SEC deadline and was at risk of being suspended from the exchange.

However, by filing the overdue report, Codere triggered a formal notice from Nasdaq stating the company had “regained compliance” and that its securities would remain listed and tradable. A hearing with Nasdaq, originally scheduled for May 22 to consider the potential delisting, was canceled following the report’s submission.

Codere’s difficulties began in late 2023, when it failed to file its annual report fr the year ended December 31, 2023. Nasdaq first raised the possibility of delisting in November. In response, Codere was granted an extension and eventually submitted the 2023 report on May 1—just before the extended deadline of May 12.

The delays stemmed from challenges with a new audit firm. Codere appointed MaloneBailey LLP as its independent registered public accounting firm on December 31, after its previous auditor, Marcum LLP, resigned in December. Marcum cited “IT control deficiencies” related to Codere’s use of third-party platforms and said there were not enough internal controls to manage these risks. As a result, Marcum could not complete certain audit procedures, leading to its resignation. Codere has stated that the delays were linked to the time required for MaloneBailey to conduct a thorough audit under these new conditions.

We have regained compliance with Nasdaq listing requirements, and our securities will continue to be traded.

Business Outlook

Despite the filing issues, Codere Online reported steady business growth in early 2025. In its first-quarter earnings, the company posted €57 million ($63.9 million) in net gaming revenue, up 8% compared to €53 million during the same period last year. Codere’s ability to resolve its compliance issue without facing delisting preserves investor confidence and market stability. The company remains listed on the Nasdaq Capital Market and is no longer under review for removal.