- Current report filing (8-K)
December 14 2009 - 12:21PM
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): December 10, 2009
DIGITAL ANGEL CORPORATION
(Exact name of registrant as specified in its charter)
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DELAWARE
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0-26020
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43-1641533
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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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490 VILLAUME AVENUE
SOUTH SAINT PAUL, MINNESOTA
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55075
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrants telephone number, including area code:
651-455-1621
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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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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 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
On December 10, 2009, Digital Angel Corporation , a Delaware corporation (the Company), received a letter from
the Nasdaq Stock Market (the Nasdaq) indicating that the Company is not in compliance with the Nasdaqs requirements
for continued listing because, for the previous 30 consecutive business days, the bid price of the Companys common
stock closed below the minimum $1.00 per share price requirement for continued inclusion under Nasdaq Marketplace
Rule 4310(c)(4) (the Rule). In accordance with the Nasdaq Marketplace Rules, the Company will be provided 180
calendar days, or until June 8, 2010, to regain compliance with the Rule.
If, at any time before June 8, 2010, the bid price of the Companys common stock closes at $1.00 per share or more
for a minimum of 10 consecutive business days, the Nasdaq staff will provide the Company written notification that it
is in compliance with the Rule. However, if the Company does not regain compliance with the Rule by June 8, 2010, the
Nasdaq staff will determine whether the Company meets the Nasdaq Capital Market initial listing criteria set forth in
Marketplace Rule 4310(c), except for the bid price requirement, and if it does, the Company will be granted an
additional 180 calendar day compliance period.
A copy of the press release announcing receipt of the Nasdaq letter is included as Exhibit 99.1 hereto.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
99.1 Press Release of Digital Angel Corporation dated December 11, 2009.
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.
DIGITAL ANGEL CORPORATION
Date: December 14, 2009
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By:
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/s/ Lorraine M. Breece
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Name:
Title:
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Lorraine M. Breece
Senior Vice President and
Chief Financial Officer
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