Current Report Filing (8-k)
11 Dezembro 2012 - 9:03AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 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):
December
7, 2012
Joe’s Jeans Inc.
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(Exact Name of Registrant as Specified in Its Charter)
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Delaware
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(State or Other Jurisdiction of Incorporation)
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0-18926
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11-2928178
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(Commission File Number)
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(IRS Employer Identification No.)
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2340 S. Eastern Avenue, Commerce, California
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90040
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(Address of Principal Executive Offices)
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(Zip Code)
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(323) 837-3700
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(Registrant’s Telephone Number, Including Area Code)
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N/A
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(Former Name or Former Address, if Changed Since Last Report)
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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))
ITEM 3.01 NOTICE OF DELISTING, FAILURE TO SATISFY A CONTINUED
LISTING RULE OR STANDARD; TRANSFER OF LISTING.
Joe’s Jeans Inc. (the “Company”) received a letter from The Nasdaq Stock
Market (“Nasdaq”) on December 7, 2012, notifying it of its failure to
maintain a minimum closing bid price of $1.00 over the then preceding 30
consecutive trading days for its common stock as required by Nasdaq
Listing Rule 5550(a)(2) (the “Bid Price Rule”). The letter stated that
the Company has until June 5, 2013 to demonstrate compliance by
maintaining a minimum closing bid price of at least $1.00 for a minimum
of 10 consecutive trading days. The Nasdaq letter was issued in
accordance with standard Nasdaq procedures. This notification has no
immediate effect on the listing of the Company’s common stock at this
time. The Company intends to monitor the bid price of its common stock
and consider available options if its common stock does not trade at a
level likely to result in the Company regaining compliance with the Bid
Price Rule by June 5, 2013.
If the Company does not regain compliance with the Bid Price Rule by
June 5, 2013, the Company may be eligible for additional time. The
Company would be required to meet certain continued listing requirements
and the initial listing criteria for The Nasdaq Capital Market except
for the bid price requirement and will need to provide written notice of
its intention to cure its deficiency during the second compliance period
by effecting a reverse stock split, if necessary. If the Company meets
these criteria, Nasdaq will notify the Company that it has been granted
an additional 180 calendar day compliance period. If the Company is not
eligible for an additional compliance period, Nasdaq will provide the
Company with written notification that its common stock will be
delisted. At that time, the Company may appeal Nasdaq’s determination
to delist its common stock to the Nasdaq Hearings Panel.
A copy of the press release issued by the Company on December 11, 2012
announcing the receipt of this letter from Nasdaq is filed herewith as
Exhibit 99.1 and incorporated herein by reference.
ITEM 9.01 Financial Statements and Exhibits
(d) Exhibits.
Exhibit
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Number
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Description
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99.1
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Press Release dated December 11, 2012
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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 thereunto duly authorized.
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JOE’S JEANS INC.
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(Registrant)
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Date: December 11, 2012
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By:
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/s/ Marc Crossman
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Marc Crossman
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President, Chief Executive Officer, and Director
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(Principal Executive Officer)
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Exhibit Index
Exhibit
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Number
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Description
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99.1
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Press Release dated December 11, 2012
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