UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
October 25, 2005
| THE HILLMAN COMPANIES, INC. | ||
| (Exact name of registrant as specified in its charter) |
| Delaware | 001-13293 | 23-2874736 | ||
| (State or other jurisdiction of incorporation) | (Commission File No.) | (I.R.S. Employer Identification No.) |
10590 Hamilton Avenue, Cincinnati, Ohio 45231
(Address of principal executive offices and zip code)
(Address of principal executive offices and zip code)
(Registrant’s telephone number, including area code) (513) 851-4900
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. |
The Hillman Companies, Inc. (the “Company”) previously disclosed on a Current Report on Form 8-K filed with the Securities and Exchange Commission on September 22, 2005 that it expected to file a Form 10-K/A for the fiscal year ended December 31, 2004 and a Form 10-Q for the quarter ended June 30, 2005 on or about October 4, 2005 in accordance with the compliance plan submitted by the Company to AMEX and accepted by AMEX on September 9, 2005. The Company is currently not in compliance with AMEX listing standards, and it remains listed pursuant to an extension from AMEX.
In addition, the Company previously disclosed in a Current Report on Form 8-K filed on October 5, 2005 that it requested and received from AMEX a two-week extension of the deadline to regain compliance with applicable listing standards. The Company has now asked for and received an additional one month extension from AMEX to regain compliance with applicable listing standards. Accordingly, the Company now expects that it will file its Form 10-K/A and Form 10-Q by November 20, 2005. The Company will be subject to periodic review by AMEX staff during the extension period. Failure to make progress consistent with the plan or to regain compliance with the listing standards by the end of the extension period could result in the Company being delisted.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
| (a) | Financial Statements of Businesses Acquired. | |
| Not applicable. | ||
| (b) | Pro Forma Financial Information. | |
| Not applicable. | ||
| (c) | Exhibits. | |
| Press Release of the Company dated October 26, 2005. |
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.
| Date: October 26, 2005 | THE HILLMAN COMPANIES, INC. | |||
| /s/ James P. Waters | ||||
| James P. Waters | ||||
| Chief Financial Officer | ||||