Current Report Filing (8-k)
October 26 2018 - 4:02PM
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):
October 26, 2018 (October 23, 2018)
ADVAXIS,
INC.
(Exact
Name of Registrant as Specified in Charter)
Delaware
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001-36138
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02-0563870
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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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305
College Road East
Princeton,
New Jersey, 08540
(Address
of Principal Executive Offices)
(609)
452-9813
(Registrant’s
telephone number, including area code)
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.
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[ ]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act.
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Pre-commencement
communications pursuant to Rule 14d-2b under the Exchange Act.
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act.
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Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company [ ]
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]
Item 3.01
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
On
October 23, 2018, Advaxis, Inc. (“Advaxis”) received written notice from the staff (the “Staff”) of the
Listing Qualifications Department of The Nasdaq Stock Market (“Nasdaq”) indicating that Advaxis was not in compliance
with Nasdaq Listing Rule 5450(a)(1) because the closing bid price for Advaxis’ common stock had closed below $1.00 per share
for the previous 30 consecutive business days. The notification of noncompliance has no immediate effect on the listing or trading
of Advaxis common stock on the Nasdaq Global Select Market under the symbol “ADXS,” and Advaxis is currently monitoring
the closing bid price of its common stock and evaluating its alternatives, if appropriate, to regain compliance with this rule.
In
accordance with Nasdaq Listing Rule 5810(c)(3)(A), Advaxis has 180 calendar days from the date of such notice, or until April
22, 2019, to regain compliance with the minimum closing bid price requirement. To regain compliance, the closing bid price of
Advaxis’ common stock must meet or exceed $1.00 per share for a minimum of 10 consecutive business days during the 180
calendar day grace period, unless the Staff exercises its discretion to extend this 10 business day period pursuant to Nasdaq
Listing Rule 5810(c)(3)(F). If Advaxis regains compliance, Nasdaq will provide Advaxis with written confirmation and will
close the matter. To regain compliance, the closing bid price for Advaxis common stock must close at $1.00 per share or more
for a minimum of 10 consecutive business days.
If
Advaxis does not regain compliance with Rule 5450(a)(1) by April 22, 2019, Advaxis may be eligible for an additional 180 calendar
day compliance period. To qualify, Advaxis would need to transfer the listing of its common stock to The Nasdaq Capital Market,
provided that it meets the continued listing requirement for market value of publicly held shares and all other initial listing
standards for The Nasdaq Capital Market except for the closing bid price requirement. To effect such a transfer, Advaxis would
also need to pay an application fee to Nasdaq and will need to provide written notice of its intention to cure its deficiency
during the second compliance period. If it meets these criteria, the Staff will notify Advaxis that it has been granted an additional
180 calendar day compliance period. However, if it appears to the Staff that Advaxis will not be able to cure the deficiency,
or if Advaxis is otherwise not eligible, the Staff would notify Advaxis that its securities would be subject to delisting. In
the event of such a notification, Advaxis may appeal the Staff’s determination to delist its securities to a Nasdaq Listing
Qualifications Panel (the “Panel”). Advaxis expects that its stock would remain listed pending the Panel’s decision.
However, there can be no assurance that, if Advaxis does appeal the delisting determination by the Staff to the Panel, that such
appeal would be successful.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed
on its behalf by the undersigned hereunto duly authorized.
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ADVAXIS,
INC.
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(Registrant)
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Date:
October 26, 2018
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By:
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/s/
Molly Henderson
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Molly
Henderson
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Executive
Vice President and Chief Financial Officer
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