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CHIP > SEC Filings for CHIP > Form 8-K on 24-Oct-2008All Recent SEC Filings

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Form 8-K for VERICHIP CORP


24-Oct-2008

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Tra


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

On October 21, 2008, VeriChip Corporation, a Delaware corporation (the "Company"), received a letter from the Nasdaq Stock Market (the "Nasdaq") indicating that the Company is not in compliance with the Nasdaq's requirements for continued listing because, for the 30 consecutive business days prior to October 16, 2008, the bid price of the Company's common stock closed below the minimum $1.00 per share price requirement for continued listing under Nasdaq Marketplace Rule 4450(a) (the "Rule") and, the Company's common stock had not maintained a minimum market value of publicly held shares ("MVPHS") of $5,000,000 as required for continued inclusion by the Rule.

Given the current market conditions, Nasdaq has determined to suspend enforcement of the bid price and market value of publicly held shares requirements through Friday, January 16, 2009. These rules will be reinstated on Monday, January 19, 2009 and the first relevant trade date will be Tuesday, January 20, 2009. Following the reinstatement of these rules, and in accordance with Marketplace Rule 4450(e)(2), the Company will be provided 180 calendar days from Tuesday January 20, 2009, or until July 20, 2009, to regain compliance with the bid price requirement, if it has not already regained compliance prior to January 20, 2009. Following the reinstatement of these rules, and in accordance with Marketplace Rule 4450(e)(1), the Company will be provided 90 calendar days, or until April 20, 2009, to regain compliance with the market value requirements, if it has not already regained compliance prior to January 20, 2009.

If, at anytime before July 20, 2009, including during the suspension period, the bid price of the Company's common stock closes at $1.00 per share or more for a minimum of ten (10) consecutive business days, the Nasdaq staff will provide written notification that the Company has achieved compliance with the Rule. However, if the Company does not regain compliance with the Rule by July 20, 2009, the Nasdaq staff will provide written notification that the Company's securities will be delisted. At that time, the Company may appeal the Nasdaq staff's determination to delist its securities to a Listing Qualifications Panel.

If, at anytime before April 20, 2009, the MVPHS of the Company's common stock is $5,000,000 or greater for a minimum of ten (10) consecutive trading days, the Nasdaq staff will provide written notification that the Company complies with the Rule. If compliance with the Rule cannot be demonstrated by April 20, 2009, the Nasdaq staff will provide written notification that the Company's securities will be delisted. At that time, the Company may appeal Nasdaq staff's determination to a Listing Qualifications Panel.

A copy of the press release announcing receipt of the Nasdaq correspondence is included as Exhibit 99.1 hereto.



Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No. Description
99.1 Press Release of VeriChip Corporation dated October 24, 2008


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