Nms Communications Corp - Current report filing (8-K)
22 August 2008 - 6:32AM
Edgar (US Regulatory)
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
20, 2008
NMS
Communications Corporation
(Exact
Name of Registrant as Specified in its Charter)
Delaware
(State
of Incorporation or Organization)
0-23282
|
04-2814586
|
(Commission File Number)
|
(I.R.S. Employer Identification No.)
|
100 Crossing Boulevard, Framingham, Massachusetts
|
01702
|
(Address
of Principal Executive Offices)
|
(Zip
Code)
|
(508) 271-1000
(Registrant’s
telephone number, including area code)
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 August 20, 2008, NMS Communications Corporation (the “Company”)
received a letter from The NASDAQ Stock Market LLC (“NASDAQ”) advising
that for the previous 30 consecutive business days, the bid price of the
Company’s common stock (the “Common Stock”) had closed below the minimum
$1.00 per share requirement for continued inclusion on the NASDAQ Global
Market pursuant to NASDAQ Marketplace Rule 4450(a)(5). This notification
has no effect on the listing of the Common Stock at this time. On
August 21, 2008, the Company issued the press release, attached to this
Current Report as Exhibit 99.1, announcing that it had received such
letter.
NASDAQ stated in its letter that in accordance with NASDAQ Marketplace
Rule 4450(e)(2), the Company will be provided 180 calendar days, or
until February 17, 2009, to regain compliance with the minimum bid price
requirement. The NASDAQ letter also states that if, at any time before
February 17, 2009, the bid price of the Common Stock closes at $1.00 per
share or more for a minimum of 10 consecutive business days, the NASDAQ
staff will provide the Company with written notification that it has
achieved compliance with the minimum bid price requirement.
If the Company does not regain compliance with the minimum bid price
requirement by February 17, 2009, the NASDAQ staff will provide the
Company with written notification that the Common Stock will be delisted
from the NASDAQ Global Market. At that time, the Company may appeal the
delisting determination to a NASDAQ Listings Qualifications Panel
pursuant to applicable NASDAQ rules. Alternatively, NASDAQ Marketplace
Rule 4450(i) may permit the Company to transfer the Common Stock to the
NASDAQ Capital Market if the Common Stock satisfies all criteria, other
than compliance with the minimum bid price requirement, for initial
inclusion on such market. In the event of such a transfer, the NASDAQ
Marketplace Rules provide that the Company will be afforded an
additional 180 calendar days to comply with the minimum bid price
requirement while listed on the NASDAQ Capital Market.
ITEM
9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(d) EXHIBITS.
Exhibit
|
|
Number
|
Title
|
|
|
99.1
|
Press release issued by NMS Communications Corporation on August 21,
2008.
|
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.
|
NMS COMMUNICATIONS CORPORATION
|
|
|
August 21, 2008
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By:
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/s/ ROBERT P. SCHECHTER
|
|
Name:
|
Robert P. Schechter
|
|
Title:
|
President, Chief Executive Officer and
|
|
Chairman of the Board of Directors
|
EXHIBIT
INDEX
Exhibit
Number
|
Description
|
99.1
|
Press release issued by NMS Communications Corporation on August
21, 2008.
|
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