- Current report filing (8-K)
06 Maio 2009 - 6:17PM
Edgar (US Regulatory)
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): May 5, 2009
SOURCE
INTERLINK COMPANIES, INC.
(Exact
name of registrant as specified in its charter)
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Delaware
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001-13437
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20-2428229
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(State
or other jurisdiction
of
incorporation)
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(Commission
File Number)
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(IRS
Employer
Identification
No.)
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27500
Riverview Center Blvd.,
Suite
400, Bonita Springs, Florida 34134
(Address
of principal executive offices, including Zip Code)
(239)
949-4450
(Registrant’s
telephone number, including area code)
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:
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¨
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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¨
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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¨
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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¨
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item
3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or
Standard; Transfer of Listing.
On May 5,
2009, Source Interlink Companies, Inc. (the “Company”) received notice of a
determination of the staff of the Nasdaq Listing Qualifications Department, in
accordance with Nasdaq Marketplace Rules 5100, 5110(b), and IM-5100-1,
to:
• delist
the Company’s common stock (trading symbol: SORC)
• suspend
trading in the Company’s common stock at the opening of business on May 14,
2009, and
• file
a Form 25-NSE with the Securities and Exchange Commission removing the Company’s
common stock from listing and registration on The Nasdaq Stock
Market.
The
NASDAQ staff provided the following reasons for the delisting: the bankruptcy
filing announced by the Company and the associated public interest concerns
raised by it; concerns regarding the residual equity interest of the existing
listed securities holders; and concerns about the Company’s ability to sustain
compliance with all requirements for continued listing on The Nasdaq Stock
Market.
Additionally,
the notice stated that the Company was not in compliance with Listing Rule
5250(c)(1) for continued listing because the NASDAQ staff has not received the
Company’s Annual Report on Form 10-K for the fiscal year ended January 31,
2009. The NASDAQ staff determined that, in view of the bankruptcy
filing, it would not provide the Company an opportunity to submit a plan of
compliance with respect to the delinquent filing. Accordingly, the
filing delinquency serves as an additional basis for delisting the company’s
common stock on The Nasdaq Stock Market.
The
Company does not intend to request a hearing with the Nasdaq Listing
Qualifications Panel to appeal the proposed delisting.
A copy of
the Company’s press release announcing the receipt of the delisting notification
is attached hereto as Exhibit 99.1 and is incorporated herein by
reference.
(d) Exhibits
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Description
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99.1
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Press
release issued by Source Interlink Companies, Inc. on May 6,
2009.
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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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SOURCE
INTERLINK COMPANIES, INC.
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Date:
May 6, 2009
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Name:
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Douglas
J. Bates
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Title:
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Senior
Vice President and Secretary
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EXHIBIT
INDEX
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Description
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99.1
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Press
release issued by Source Interlink Companies, Inc. on May 6,
2009.
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