UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
(Amendment No. 1)
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 12, 2009
HELIOS & MATHESON NORTH AMERICA INC.
(Exact name of registrant as specified in its charter)
| | | | | |
| New York | | 0-22945 | | 13-3169913 |
| (State or other Jurisdiction of Incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
| | | |
200 Park Avenue South
New York, New York
| | 10003 |
| (Address of Principal Executive Offices) | | (Zip Code) |
Registrant’s telephone number, including area code:212-979-8228
| |
| |
| (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))
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ITEM 3.01 NOTICE OF DELISTING OR FAILURE TO SATISFY A CONTINUED
LISTING RULE OR STANDARD; TRANSFER OF LISTING.
On August 12, 2009, Helios & Matheson North America Inc. (the “Company”) received a letter from The NASDAQ Stock Market (“NASDAQ”) regarding its non-compliance with The NASDAQ Capital Market’s continued listing standards. The Company received communication from NASDAQ that its stockholders’ equity of $2,475,060 as of June 30, 2009 falls short of the minimum stockholders’ equity of $2,500,000 as set forth in NASDAQ Listing Rule 5550(b)(1). Additionally, the Company currently does not meet the alternatives of market value of listed securities or net income from continuing operations. NASDAQ has informed the Company that its common stock will be subject to delisting from The NASDAQ Capital Market. Pursuant to the Listing Rules, NASDAQ has communicated to the Company that it has 15 calendar days from August 12, 2009 to submit a plan to regain compliance with The NASDAQ Capital Market’s listing standards if the Company intends to continue its NASDAQ listing, which plan may or may not be accepted by NASDAQ. The Company’s Current Report on Form 8-K that was filed on August 18, 2009 stated that the Company was currently evaluating various courses of action after which it would decide whether to submit a compliance plan. On August 26, 2009 the Company determined to submit a compliance plan to NASDAQ. On August 27, 2009 NASDAQ agreed to allow the Company to submit the compliance plan no later than September 3, 2009. The Company expects to submit the compliance plan on that date.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits
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| Exhibit 99.1 | | Press Release, dated August 18, 2009 (previously filed) |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this Current Report to be signed on its behalf by the undersigned hereunto duly authorized.
HELIOS & MATHESON NORTH AMERICA INC.
By: /s/ Salvatore M. Quadrino
Salvatore M. Quadrino
Interim Chief Executive Officer
and Chief Financial Officer
Dated: September 2, 2009
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