- Current report filing (8-K)
December 11 2009 - 9:00AM
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 9, 2009
Thomas Group, Inc.
(Exact name of registrant as specified in its charter)
Delaware
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0-22010
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72-0843540
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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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5221 N. OConnor Blvd., Suite 500
Irving, Texas
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75039
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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:
(972) 869-3400
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:
o
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
o
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item 3.01.
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or
Standard; Transfer of Listing.
On December 9, 2009, Thomas
Group, Inc. (the Company) received notice from the Nasdaq Stock Market
that its application had been approved to transfer the listing of its common
stock from the Nasdaq Global Market to the Nasdaq Capital Market. The transfer will be effective at the opening
of the market on December 11, 2009.
The Company will continue to trade under the symbol TGIS.
The Nasdaq Capital Market is a continuous
trading market that operates in substantially the same manner as the Nasdaq
Global Market. All companies listed on
the Nasdaq Capital Market must meet certain financial requirements and adhere
to Nasdaqs corporate governance standards.
The Company elected to transfer the listing of its common stock to the
Nasdaq Capital Market because it no longer met certain listing requirements of
the NASDAQ Global Market. The Company
believes it is in compliance with all applicable criteria for continued listing
on the Nasdaq Capital Market, but for the $1.00 per share minimum bid price
requirement set forth in Listing Rule 5550(a)(2). The Company will continue to monitor the bid
price of its common stock and will consider available options if its common
stock does not trade at a price level likely to result in the Company gaining
compliance with Listing Rule 5550(a)(2) prior to the March 15,
2010 grace period deadline.
Item 9.01. Financial
Statements and Exhibits.
(d)
Exhibits.
EXHIBIT
NUMBER
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DESCRIPTION
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99.1
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Press Release
dated
December 10
, 2009.
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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.
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THOMAS GROUP,
INC.
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Date:
December 11
, 2009
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By:
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/ s / Earle
Steinberg
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Earle Steinberg
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Chief Executive
Officer
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3
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