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EX-99.1 - EXHIBIT 99.1 - RAINIER PACIFIC FINANCIAL GROUP INC | ex9911105.htm |
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of
Report (Date of earliest event reported): November 5, 2009
RAINIER
PACIFIC FINANCIAL GROUP, INC.
(Exact
name of registrant as specified in its charter)
Washington
|
000-50362
|
87-0700148
|
(State
or other jurisdiction
of
incorporation)
|
(Commission
File
Number)
|
(I.R.S.
Employer
Identification
No.)
|
1498
Pacific Avenue, Tacoma, Washington
|
98402
|
(Address
of principal executive offices)
|
(Zip
Code)
|
Registrant’s
telephone number, including area code: (253) 926-4000
Check
the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any
of the following provisions.
|
[
] Written communications pursuant to Rule 425 under the
Securities Act (17 CFR 230.425)
|
[
] Soliciting material pursuant to Rule 14a-12
under the Exchange Act (17 CFR 240.14a-12)
|
[
] Pre-commencement communications pursuant
to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
|
[
] Pre-commencement communications pursuant to Rule
13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
|
Item 3.01 Notice of
Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer
of Listing.
On
November 5, 2009, Rainier Pacific Financial Group, Inc. (the “Company”) received
a letter from Nasdaq Stock Market (“Nasdaq”) indicating that, for the last 30
consecutive business days preceding the date of the letter, the bid price of the
Company’s common stock had closed below the $1.00 minimum bid price required for
continued listing on the Nasdaq Global Market under Marketplace Rule
5550(a)(2). The notification has no effect on the listing of the
Company’s common stock at this time.
In
accordance with Marketplace Rule 5810(c)(3)(A), the Company has 180 calendar
days from the date of the Nasdaq letter, or until May 5, 2010, to regain
compliance with the minimum bid price rule. To regain compliance, the closing
bid price of the Company’s common stock must be at or above $1.00 per share for
a minimum of 10 consecutive business days; and Nasdaq may, in its discretion,
require a minimum of 20 consecutive business days. If the Company
does not regain compliance by May 5, 2010, Nasdaq will provide written
notification to the Company that the Company’s common stock is subject to
delisting. Alternatively, the Company may be eligible for an additional
grace period if it meets the initial listing criteria on May 5, 2010 for the
Nasdaq Capital Market, with the exception of the bid price
requirement. If it meets the initial criteria, Nasdaq will notify the
Company that it has been granted an additional 180 calendar day compliance
period.
The
Company issued a press release announcing its receipt of the notice from Nasdaq
described herein. A copy of the press release is attached hereto as Exhibit 99.1
Item
9.01. Financial Statements and Exhibits.
(d)
Exhibits
99.1 Press
Release of Rainier Pacific Financial Group, Inc. dated November 6,
2009.
Page 2
of 3
SIGNATURES
Pursuant to the requirements of the
Securities Exchange Act of 1934, the Registrant has duly caused this report to
be signed on its behalf by the undersigned hereunto duly
authorized.
RAINIER PACIFIC FINANCIAL GROUP, INC. | |
Date: November 6, 2009 | /s/John A. Hall |
John A. Hall | |
President and Chief Executive Officer | |
(Principal Executive Officer) |
Page 3 of
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