Attached files
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| EX-99.1 - EXHIBIT 99.1 - Capstone Therapeutics Corp. | ex99_1.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: November 17, 2009
(Date of
earliest event reported)
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ORTHOLOGIC
CORP.
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(Exact
name of registrant as specified in its
charter)
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Delaware
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000-21214
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86-0585310
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(State
or other jurisdiction of incorporation)
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(Commission
File Number)
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(I.R.S.
Employer
Identification
No.)
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1275
West Washington Street, Suite 101, Tempe, Arizona
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85281
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code:
(602)
286-5520
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 (see General Instruction A.2. below):
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o
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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o
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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o
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Section
3 – Securities and Trading Markets
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Item
3.01
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Notice
of Delisting or Failure to Satisfy a Continued Listing Rule or Standard;
Transfer of Listing.
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As
disclosed in the Current Report on Form 8-K filed by the Company on August 11,
2008, on August 8, 2008, the Company received a letter from The Nasdaq Stock
Market notifying it that for the 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 per share minimum bid price required for continued inclusion on The Nasdaq
Global Market pursuant to Nasdaq Marketplace Rule 4450(a)(5). To
regain compliance with The Nasdaq Global Market continued listing requirements,
the closing bid price of the Company’s common stock must meet or exceed $1.00
per share for a minimum of 10 consecutive business days. With
extensions, the Company was granted until November 23, 2009, to regain
compliance. In anticipation of not meeting the minimum bid price
continued listing requirement, the Company requested and on November 16, 2009,
received approval from Nasdaq to transfer the listing of its common stock from
The Nasdaq Global Market to The Nasdaq Capital Market. The transfer
will be effective at the opening of business on Friday, November 20, 2009, and
the Company's common stock will continue to trade under the symbol
"CAPS."
The
Company will be afforded an additional period, ending May 22, 2010, to regain
compliance with the minimum bid price rule while listed on The Nasdaq Capital
Market. If compliance is not regained, Nasdaq will notify the Company
of its determination to delist the Company’s common stock, which decision may be
appealed to a Nasdaq Listing Qualifications Panel. The Company
intends to take actions required to regain compliance, which may include
requesting shareholder approval for a reverse stock split.
A copy of
the press release issued by the Company with respect to this matter is attached
hereto as Exhibit 99.1.
Section
9 – Financial Statements and Exhibits
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Item
9.01
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Financial
Statements and Exhibits.
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(d)
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Exhibits
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Exhibit
No.
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Description
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Press
release dated November 17,
2009.
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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.
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Dated: November
17, 2009
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ORTHOLOGIC
CORP.
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/s/ John M. Holliman, III
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John
M. Holliman
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Executive
Chairman
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