Current Report Filing (8-k)
February 15 2017 - 7:21AM
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): February 14, 2017
Amedica
Corporation
(Exact
name of registrant as specified in its charter)
Delaware
|
|
001-33624
|
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84-1375299
|
(State
or other jurisdiction
of
incorporation)
|
|
(Commission
File
Number)
|
|
(IRS
Employer
Identification
No.)
|
1885
West 2100 South
Salt
Lake City, UT
|
|
84119
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(Address
of principal executive offices)
|
|
(Zip
Code)
|
Registrant’s
telephone number, including area code:
(801) 839-3500
(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 Rule or Standard; Transfer of Listing.
On
August 17, 2016, the Company received a letter from The Nasdaq Stock Market (“Nasdaq”) stating that the bid price
of the Company’s common stock for the last 30 consecutive trading days had closed below the minimum $1.00 per share required
for continued listing under Listing Rule 5550(a)(2) (the “Bid Price Rule”). The letter stated that the Company had
180 days, or until February 13, 2017, to demonstrate compliance by maintaining a minimum closing bid price of at least $1.00 for
a minimum of 10 consecutive trading days.
On
February 14, 2017, Nasdaq notified the Company that while the Company had not regained compliance with the Bid Price Rule, it
was eligible for an additional 180-day grace period, or until August 14, 2017, to regain compliance with the Bid Price Rule. Nasdaq’s
determination was based on the Company having met the continued listing requirement for market value of publicly held shares and
all other applicable requirements for initial listing on The Nasdaq Capital Market, with the exception of the Bid Price Rule,
and on the Company’s written notice to Nasdaq of its intention to cure the deficiency during the second compliance period
by effecting a reverse stock split, if necessary.
If
we do not regain compliance with the Rule by August 14, 2017, the Staff will provide written notification to us that our common
stock will be delisted. At that time, we may appeal the Staff’s delisting determination to a NASDAQ Hearings Panel, or the
Panel. We would remain listed pending the Panel’s decision. There can be no assurance that, if we do appeal the delisting
determination by the Staff to the Panel, that such appeal would be successful.
A
copy of the press release disclosing receipt of the Nasdaq letter is attached hereto as Exhibit 99.1 and is incorporated herein
by reference.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits.
99.1
Amedica Corporation Press Release dated February 15, 2017.
SIGNATURE
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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AMEDICA
CORPORATION
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|
|
Date:
February 15, 2017
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/s/
B. Sonny Bal
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B.
Sonny Bal
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Chief
Executive Officer
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Exhibit
Index
Exhibit
No.
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Exhibit
Description
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99.1
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Amedica
Corporation Press Release dated February 15, 2017.
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