Current Report Filing (8-k)
January 02 2015 - 4:48PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
____________________
FORM 8-K
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported):
December 29, 2014
____________________
WPCS INTERNATIONAL INCORPORATED
(Exact name of registrant as specified in
its charter)
Delaware |
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001-34643 |
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98-0204758 |
(State or Other Jurisdiction |
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(Commission File Number) |
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(IRS Employer |
Of Incorporation) |
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Identification No.) |
521 Railroad Avenue
Suisun City, California 94585
(Address of principal executive offices
and zip code)
Registrant’s telephone number, including
area code: (707) 421-1300
(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 (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 or Failure to Satisfy a
Continued Listing Standard; Transfer of Listing.
On December 29, 2014,
WPCS International Incorporated (the “Company”) received a notification (the “Notification”) from
the Nasdaq Listings Qualification Department (“Nasdaq”) indicating that the Company’s
stockholders’ equity reported for its most recently completed fiscal quarter did not meet the minimum requirement of
$2,500,000 for continued listing as set forth in Nasdaq’s Listing Rule 5550(b)(1). As reported in the Company’s
Quarterly Report on Form 10-Q for the period ended October 31, 2014 filed with the Securities and Exchange Commission on
December 22, 2014, and amended by Amendment No. 1 on December 23, 2014, the Company’s stockholders’ equity was
$396,635 as of October 31, 2014.
Under the applicable Nasdaq rules, the
Company has 45 calendar days to submit a plan as to how the Company would seek to regain compliance with this requirement. The
Company is currently preparing such a plan, and is considering all available options to regain compliance. If the Company’s
plan is accepted, Nasdaq can grant an extension of up to 180 calendar days from the date of the Notification, or June 29, 2015,
to evidence compliance.There can be no assurance that any plan submitted by the Company will be accepted by Nasdaq or will be successful
in maintaining the Company’s listing on the Nasdaq Capital Market for its common stock. Any such failure may impact the liquidity
and market price of the Company’s common stock and the Company’s access to the capital markets.
SIGNATURE
Pursuant to the requirement
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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WPCS INTERNATIONAL INCORPORATED |
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Date: January 2, 2015 |
By: /s/ Sebastian Giordano |
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Name: Sebastian Giordano |
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Title: Interim Chief Executive Officer |
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