Current Report Filing (8-k)
June 02 2017 - 6:05AM
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): June 1, 2017
MONSTER DIGITAL, INC.
(Exact Name of Registrant as Specified
in Charter)
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Delaware
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001-37797
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27-3948465
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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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2655 Park Center Drive, Unit C
Simi Valley, California 93065
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93065
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(Address of Principal Executive Office)
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(Zip Code)
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Registrant’s telephone number,
including area code: (805) 955-4190
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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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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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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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 7.01
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Regulation FD Disclosure.
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On June 1,
2017, the Company issued a press release announcing that it has submitted its plan to Nasdaq detailing how it will regain
compliance with Nasdaq continued listing requirements. On April 17, 2017, Monster Digital received a letter from Nasdaq
indicating that it was no longer in compliance with the minimum stockholders’ equity requirement for continued listing
on the Nasdaq Capital Market. Nasdaq Listing Rule 5550(b)(1) requires listed companies to maintain stockholders’ equity
of at least $2.5 million. In Monster Digital’s Annual Report on Form 10-K for the year ended December 31, 2016, it
reported stockholders’ equity of $2,488,000, which is below the minimum stockholders’ equity required for
continued listing pursuant to Nasdaq Listing Rule 5550(b)(1). Further, as of April 17, 2017, Monster Digital did not
meet the alternative compliance standards relating to the market value of listed securities or net income from continuing
operations and did not comply with the Nasdaq Listing Rules.
If the plan is accepted, Nasdaq may
grant Monster Digital an extension of up to 180 calendar days from the original non-compliance date of April 17, 2017, or until
October 13, 2017, to regain compliance. The company's common stock will continue to trade on the Nasdaq Capital Market pending
Nasdaq's review of the plan of compliance.
The press release is filed as Exhibit
99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
The information in this item shall not
be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”),
or otherwise subject to the liabilities of Section 18, nor shall it be deemed incorporated by reference in any of the Company’s
filings under the Securities Act of 1933, as amended or the Exchange Act, except to the extent, if any, expressly set forth by
specific reference in such filing.
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Item 9.01
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Financial Statements and Exhibits.
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See the Exhibit Index set forth below
for a list of exhibits included with this Form 8-K.
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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MONSTER DIGITAL, INC.
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/s/ David Olert
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Date: June 2, 2017
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David Olert
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Chief Financial Officer
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EXHIBIT INDEX
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Exhibit
No.
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Description
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99.1
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Press Release of Monster Digital, Inc. dated June 1, 2017.
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