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EX-99.1 - EX-99.1 - FIRST MARBLEHEAD CORPd662283dex991.htm

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM 8-K/A

(Amendment No. 1)

 

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): September 23, 2013

 

 

The First Marblehead Corporation

(Exact name of registrant as specified in charter)

 

 

 

Delaware   001-31825   04-3295311

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

The Prudential Tower

800 Boylston Street, 34th Floor

Boston, Massachusetts

  02199-8157
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (800) 895-4283

Not applicable

(Former name or former address, if changed since last report)

 

 

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):

 

¨ 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))

 

 

 


Explanatory Note

The First Marblehead Corporation (the “Corporation”) is filing this Amendment No. 1 to its Current Report on Form 8-K filed with the Securities and Exchange Commission on September 27, 2013 (the “Original Form 8-K”) for the purpose of reporting that the Corporation has regained compliance with the continued listing standards of the New York Stock Exchange (“NYSE”).

Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

As previously disclosed in the Original Form 8-K, the Corporation received written notice from NYSE Regulation, Inc. on September 23, 2013 that the Corporation was not in compliance with one of the NYSE’s continued listing standards. The applicable listing standard requires an average closing price of not less than $1.00 per share over a consecutive 30 trading-day-period (the “Standard”).

On January 15, 2014, the Corporation received written notice from NYSE Regulation, Inc. confirming that the Corporation had regained compliance with the Standard, in advance of its deadline date of March 23, 2014.

On January 16, 2014, the Corporation issued a press release, which is furnished as Exhibit 99.1 to this Amendment No. 1 to its Current Report on Form 8-K, disclosing the Corporation’s receipt of the notice from NYSE Regulation, Inc. confirming that the Corporation had regained compliance with the Standard.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

 

Exhibit
No.

  

Description of Exhibit

99.1    Press release issued by the Corporation on January 16, 2014 entitled, “First Marblehead Regains Compliance with NYSE Listing Standards”


SIGNATURE

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.

 

    THE FIRST MARBLEHEAD CORPORATION
Date: January 16, 2014     By:  

/s/    Kenneth Klipper        

      Kenneth Klipper
      Managing Director and Chief Financial Officer


EXHIBIT INDEX

 

Exhibit
No.

  

Description of Exhibit

99.1    Press release issued by the Corporation on January 16, 2014 entitled, “First Marblehead Regains Compliance with NYSE Listing Standards”