Current Report Filing (8-k)
March 22 2017 - 4:32PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
______________________
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FORM
8-K
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CURRENT REPORT
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Pursuant to Section 13 or 15(d)
of the
Securities Exchange Act of 1934
Date of Report (Date of earliest
event reported): March 21, 2017
______________________
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Rand
Logistics, Inc.
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(Exact name of registrant as specified in its charter)
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Delaware
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001-33345
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20-1195343
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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333 Washington Street, Suite 201, Jersey City, New Jersey
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07302
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including area code (212) 863-9427
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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:
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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.
As previously disclosed on a Form 8-K filed on September 22,
2016, on September 20, 2016, Rand Logistics, Inc. (the “Company”) received a letter from The Nasdaq Stock Market
LLC (“Nasdaq”) providing notification that, for the previous 30 consecutive business days, the bid price for the Company’s
common stock had closed below the minimum $1.00 bid price per share requirement for continued listing on The Nasdaq Capital Market
under Nasdaq Listing Rule 5550(a)(2).
On March 21, 2017, the Company received a written notice from
Nasdaq that the Company’s common stock has not regained compliance with the minimum $1.00 bid price per share requirement
within the 180 calendar days. However, the Staff has determined that the Company is eligible for an additional 180 calendar day
period, pursuant to Listing Rule 5810(c)(3)(a), or until September 18, 2017. If at any time during this 180 days period the closing
bid price of the Company’s common stock is at least $1.00 for a minimum of ten consecutive business days, the Company will
regain compliance. In order to regain compliance, the Company may have to affect a reverse stock-split. If the Company is required
to affect a reverse stock-split, it would have to be completed at least 10 days prior to the expiration of the date by which the
Company must regain compliance with Rule 5550(a)(2).
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.
Date: March 22, 2017
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RAND LOGISTICS, INC.
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By:
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/s/ Mark S. Hiltwein
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Name:
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Mark S. Hiltwein
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Title:
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Chief Financial Officer
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