Unassociated Document
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
Current
Report Filed Pursuant to Section 13 or 15(d) of
The
Securities Exchange Act of 1934
Date
of Report
(Date
of earliest event reported): August 13, 2010
Repros
Therapeutics Inc.
(Exact
name of registrant as specified in its charter)
|
Delaware
|
001-15281
|
76-0233274
|
|
(State
or other jurisdiction of incorporation or organization)
|
(Commission
File Number)
|
(I.R.S.
Employer Identification No.)
|
|
2408
Timberloch Place, Suite B-7
The
Woodlands, Texas 77380
(Address
of principal
executive
offices
and
zip code)
|
|
(281)
719-3400
(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 (see General Instruction A.2 below):
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 August
13, 2010, Repros Therapeutics Inc. (the “Company”) received a letter from the
Nasdaq Hearings Panel (the “Panel”) stating that it has determined to grant the
Company until October 31, 2010 to meet the minimum bid price requirement for
continued listing on the Nasdaq Capital Market.
As
previously announced, the Company has not been in compliance with Listing Rule
5550(a)(2) requiring the Company to maintain a minimum $1.00 bid price per share
for continued inclusion on the Nasdaq Capital Market. The Panel’s determination
to grant the Company’s request for an extension to regain compliance follows the
Company’s hearing before the Panel on July 22, 2010. If the Company
cannot demonstrate compliance with all the requirements for continued listing on
the Nasdaq Capital Market, including the requirement to maintain a minimum bid
price of $1.00 per share, by October 31, 2010, its shares of common stock will
be subject to immediate delisting.
At the
Company’s annual stockholders' meeting held on May 17, 2010, the stockholders
approved a proposal to grant the Company’s board of directors the authority to
effect a reverse split of its common stock within one year of such annual
meeting on a basis not to exceed one share of common stock for up to five shares
of common stock outstanding, if necessary, in the sole discretion of the
Company’s board of directors, for purposes of maintaining its listing on the
Nasdaq Capital Market. The Company intends to actively monitor the
minimum bid price of its stock between now and such date, and will consider
available options (including effecting a reverse split) to regain compliance
with the Nasdaq continued listing requirements.
A copy of
the press release announcing the Company’s receipt of the determination from the
Panel is furnished as Exhibit 99.1 to this Current Report on Form
8-K.
Item
9.01 Financial Statements and Exhibits.
(d) Exhibits.
| |
Exhibit
Number
|
Description |
|
|
99.1
|
Press
Release dated August 13,
2010
|
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.
| |
Repros
Therapeutics Inc. |
|
| Date: August
13, 2010 |
|
|
|
|
|
By:
|
/s/ Joseph
S. Podolski |
|
| |
|
Joseph
S. Podolski |
|
| |
|
President
and Chief Executive Officer |
|
| |
|
|
|
EXHIBIT
INDEX
| |
Exhibit
Number
|
Description |
|
|
99.1
|
Press
Release dated August 13, 2010
|