$CUENTAS INC (CUEN.US)$  -Item 3.01 Notice of Delisting or F...

Cuentas Inc. (the “Company”) (Nasdaq: CUEN), the developer of fully integrated telecommunications, real estate and financial applications for the unbanked and underbanked Hispanic market, today announced that on December 18, 2023, the Company received written notice from The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that trading of its common stock and warrants will be suspended as of the opening of business on December 20, 2023 (the “Delisting Letter).

The Panel was concerned that the Company is unable to regain and/or maintain compliance with the Equity Rule (the “Equity Rule”), or any of the alternatives, under Listing Rule 5550(b). Accordingly, the Nasdaq Hearings Panel has determined to delist the Company’s shares and warrants from Nasdaq. Nasdaq will complete the delisting by filing a Form 25 Notification of Delisting with the U.S. Securities and Exchange Commission (“SEC”), following the expiration of relevant appeal periods.

The Delisting Letter provides that the Company may request that the Nasdaq Listing and Hearing Review Council review the delisting decision within 15 days from the date of the Delisting Letter. The Company currently intends to timely submit an appeal. Notwithstanding, the appeal will not stay the decision of the Panel. Accordingly, the Company anticipates that trading in its securities will begin on the Pink Current Information tier of the over-the-counter market operated by OTC Markets Group effective with the open of business on December 20, 2023, under its trading symbol: CUEN.

The Company intends to apply to have the common stock quoted on the OTCQB or OTCQX as applicable, a higher market tier operated by the OTC Markets Group, Inc. The Company may also apply to have the warrants quoted on the OTCQB, if eligible. The Company will continue to make all required filings with the SEC and remains subject to all SEC rules and regulations applicable to reporting companies under the Securities Exchange Act of 1934, as amended.