Add
IRSN to Portfolio
Set Alert
Email to a
Friend
| |||
|
|
Quotes & Info
|
| IRSN > SEC Filings for IRSN > Form 8-K on 18-Sep-2009 | All Recent SEC Filings |
18-Sep-2009
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Sta
On September 15, 2009, Irvine Sensors Corporation (the "Company") received notification from the Listing Qualifications department of The Nasdaq Stock Market indicating that the Company is not in compliance with the $1.00 minimum bid price requirement for continued listing set forth in Nasdaq Marketplace Rule 5550(a)(2).
The Nasdaq notice indicated that, in accordance with Nasdaq Marketplace Rule 5810(c)(3)(A), the Company will be provided 180 calendar days, or until March 15, 2010, to regain compliance. If, at any time before March 15, 2010, the bid price of the Company's common stock closes at $1.00 per share or more for a minimum of ten consecutive business days, Nasdaq Staff will provide the Company with written notification that it has achieved compliance with Rule 5550(a)(2).
If the Company does not regain compliance with Rule 5550(a)(2) prior to March 15, 2010, Nasdaq Staff will provide the Company with written notification that its securities are subject to delisting from The Nasdaq Capital Market. At that time, the Company may appeal the delisting determination to a Hearing's Panel.
Alternatively, if the Company fails to regain compliance with Rule 5550(a)(2) prior to March 15, 2010, but meets all of the other applicable standards for initial listing on the Nasdaq Capital Market, with the exception of the minimum bid price, then the Company will have an additional 180 calendar days to regain compliance with Rule 5550(a)(2).
Irvine Sensors Corporation (the "Company") issued 15,000 shares of common stock
on August 19, 2009 to an accredited investor, a financial advisory and
investment banking firm that the Company had engaged to assist it to raise
additional capital and to provide financial advisory services. The Company also
issued (i) 25,000 shares of common stock to an accredited institutional investor
upon such investor's conversion on June 3, 2009 of $10,000 of the stated value
of the Series A-1 10% Cumulative Convertible Preferred Stock (the "Series A-1
Stock") of the Company, (ii) 350,000 shares of common stock to two accredited
institutional investors upon such investors' conversion on September 14, 2009 of
$140,000 of the stated value of the Series A-1 Stock of the Company,
(iii) 450,000 shares of common stock to the same two accredited institutional
investors upon such investors' conversion on September 15, 2009 of $180,000 of
the stated value of the Series A-1 Stock of the Company, (iv) 350,000 shares of
common stock to the same two accredited institutional investors upon such
investors' conversion on September 16, 2009 of $140,000 of the stated value of
the Series A-1 Stock of the Company, and (v) 500,000 shares of common stock to
an accredited institutional investor upon such investor's conversion on
September 17, 2009 of $200,000 of the stated value of the Series A-1 Stock of
the Company. As a result of the issuances on September 15, 2009, the Company has
issued more than 5% of its outstanding shares of common stock in unregistered
transactions in the aggregate since the last periodic report that it filed with
the Securities and Exchange Commission. The above-described sales of shares of
common stock have been determined to be exempt from registration under the
Securities Act of 1933 in reliance on Section 4(2) of the Securities Act and
Rule 506 of Regulation D promulgated thereunder, as transactions by an issuer
not involving a public offering. Each investor has represented that it is an
accredited investor, as that term is defined in Regulation D, and that it has
acquired the securities for investment purposes only and not with a view to or
for sale in connection with any distribution thereof.
(a) Not Applicable.
(b) Not Applicable.
(c) Not Applicable.
(d) Exhibits.
Exhibit No. Description of Exhibit
99.1 Press Release of Irvine Sensors Corporation, dated September 18, 2009
|
|