Attached files
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EX-99.1 - PRESS RELEASE - Youngevity International, Inc. | 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 (date of earliest event reported): August 11, 2020
YOUNGEVITY INTERNATIONAL, INC.
(Exact
name of registrant as specified in its charter)
Delaware
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001-38116
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90-0890517
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(State
or other jurisdiction of incorporation)
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(Commission
File No.)
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(IRS
Employer Identification No.)
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2400 Boswell Road, Chula Vista, CA 91914
(Address
of principal executive offices) (Zip Code)
Registrant’s
telephone number, including area code: (619) 934-3980
N/A
(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:
☐ 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))
Securities
registered pursuant to Section 12(b) of the Act:
Title of each class
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Trading Symbol(s)
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Name of each exchange on which
registered
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Common
Stock
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YGYI
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The
Nasdaq Capital Market
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Series
D Preferred Stock
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YGYIP
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The
Nasdaq Capital Market
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Indicate
by check mark whether the registrant is an emerging growth company
as defined in in Rule 405 of the Securities Act of 1933
(§230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (§240.12b-2 of this
chapter).
Emerging
growth company ☐
If an
emerging growth company, indicate by checkmark if the registrant
has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided
pursuant to Section 13(a) of the Exchange
Act. ☐
Item 3.01. Notice of Delisting or Failure to Satisfy a
Continued Listing Rule or Standard; Transfer of
Listing.
On
August 11, 2020, Youngevity International, Inc. (the
“Company”) received a notification letter from the
Listing Qualifications Department of The Nasdaq Stock Market LLC
(“Nasdaq”) stating that the staff (the
“Staff”) had determined to grant an exception to enable
the Company to regain compliance with Nasdaq Listing Rule
5250(c)(1) (the “Rule”).
The
terms of the exception are as follows: On or before September 28,
2020, the Company must file all delinquent reports, as required by
the Rule. In the event the Company does not satisfy the terms,
Staff will provide written notification that its securities will be
delisted. At that time, the Company may appeal Staff’s
determination to a Hearings Panel.
On
April 2 and May 14, 2020, the Staff notified the Company that it
did not comply with Nasdaq’s filing requirements set forth in
the Rule because it had not filed its Form 10-K for the year ended
December 31, 2019 and Form 10-Q for the period ended March 31, 2020
(the “March 31 10-Q”), respectively.
On August 12, 2020, the Company received an additional notification
letter from Nasdaq indicating that as a result of the
Company’s failure to file its Quarterly Report on Form 10-Q
for the period ended June 30, 2020 (the “June 30 Form
10-Q”), the Company does not comply with Nasdaq’s
continued listing requirements as set forth in Nasdaq Listing Rule
5250(c)(1). As a result of this additional delinquency, the
Company must submit to Nasdaq an update its original plan to regain
compliance with respect to the filing requirement.
The
Company’s management is working diligently to complete the
Form 10-K, March 31 Form 10-Q and June 30 Form 10-Q and intends to
file each report as soon as practicable.
Item 9.01 Financial Statements and
Exhibits.
(d)
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Exhibits.
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Exhibit 99.1 Press Release issued by Youngevity International,
Inc., dated August 14, 2020
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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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YOUNGEVITY
INTERNATIONAL, INC.
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Date:
August 14, 2020
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By:
/s/ David
Briskie
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Name:
David Briskie
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Title:
President and Chief Financial Officer
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