- Current report filing (8-K)
October 31 2008 - 5:19PM
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: October 27, 2008
(Date
of earliest event reported)
Oragenics,
Inc
(Exact
name of registrant as specified in its charter)
FL
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001-38122
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59-3410522
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(State
or other jurisdiction
of
incorporation)
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(Commission
File Number)
|
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(IRS
Employer
Identification
Number)
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13700
Progress Blvd
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32615
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(Address
of principal executive offices)
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(Zip
Code)
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386-418-4018
(Registrant’s
telephone number, including area code)
Not
Applicable
(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:
¨
|
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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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
October 27, 2008, the Company received notice from NYSE Alternext US LLC
(formerly known as the American Stock Exchange
*
hereinafter
the “Exchange” or “Alternext US”) confirming the Exchange's intention to proceed
with the filing of an application with the Securities and Exchange Commission
("SEC") to delist the common stock of the Company from the
Exchange.
The
notice from the Exchange indicates that the Staff of the Exchange has determined
that the Company does not meet the continued listing standards under the
Alternext US Company Guide: Section 1003(a)(ii) in that the Company's
stockholders' equity is less than $4 million and it has sustained losses in
three of its four most recent fiscal years.
On
October 31, 2008, the Company filed a request to appeal the Exchange’s
determination and requested a hearing before a panel of the Exchange. As of
the
date hereof, no date has been set for such hearing, but the hearing is expected
to be held within 45 days. During this period, the Company’s common stock will
continue to be listed on the Exchange pending the outcome of the appeal. The
Company is currently working on a plan of compliance which it will present
at
the hearing and which, if accepted by the panel, would allow the Company to
continue its listing. However, there can be no assurance that the Company's
request for continued listing will ultimately be granted.
Alternext
US had previously notified the Company of its failure to meet the continued
listing requirements. Based upon the Company’s revised plan to achieve
compliance, Alternext US provided the Company until October 27, 2008 to regain
compliance with its listing requirements. The Exchange’s decision to delist our
common stock from Alternext US was due to our inability to meet the continued
listing requirement by the expiration of the October 27, 2008 plan compliance
period.
*
The
American Stock Exchange was acquired by NYSE Euronext on
October
1, 2008,
and
its
name was changed to NYSE Alternext US LLC.
A
copy of
the press release announcing the notification from Alternext US is furnished
as
Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein
by reference except as to the references to our websites and further information
being available on our websites, as we do not intend the information on our
websites to be a part of this Form 8-K.
Item
9.01 FINANCIAL INFORMATION AND EXHIBITS
(c)
Exhibits.
Number
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Description
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99.1
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Press
release issue October 31, 2008 as to Alternext US
notice
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SIGNATURES
In
accordance with the requirements of the Exchange Act, the registrant caused
this
report to be signed on its behalf by the undersigned, thereunto duly authorized
on this 31
st
day of
October, 2008.
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ORAGENICS,
INC.
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By:
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/s/
David B. Hirsch
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David
B. Hirsch
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Chief
Financial Officer
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