SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES AND EXCHANGE ACT OF 1934
Date of report (date of earliest event reported): May 15, 2006
COMMONWEALTH BIOTECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
| Virginia | 001-13467 | 56-1641133 | ||
(State or Other Jurisdiction of Incorporation | (Commission File Number) | (IRS Employer Identification No.) |
601 Biotech Drive
Richmond, Virginia 23235
(Address of principal executive offices)
Registrant’s telephone number, including area code: (804) 648-3820
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | 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
(c) On May 15, 2006, Commonwealth Biotechnologies, Inc. received a Staff Review of Deficiency from the Nasdaq Listing Qualifications Department (the “Listing Department”) indicating that the Listing Department had determined that the Company was not in compliance with, but subsequently came into compliance with, Nasdaq Marketplace Rule 4350(c)(4). Nasdaq issued this Staff Review of Deficiency in accordance with Marketplace Rule 4803(a).
In accordance with Nasdaq Marketplace Rule 4803(a), the Company issued a press release on May 18, 2006 to announce that the Company received the Staff Review of Deficiency from Nasdaq. A copy of this press release is attached as Exhibit 99.1 to this report and incorporated by reference herein.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
| (a) | Financial statements of businesses acquired. |
Not Applicable.
| (b) | Pro forma financial information. |
Not Applicable.
| (c) | Exhibits. |
| 99.1 | Press release, dated May 18, 2006, relating to the receipt by Commonwealth Biotechnologies, Inc. of a Nasdaq Review of Deficiency on May 15, 2006. |
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Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| COMMONWEALTH BIOTECHNOLOGIES, INC. | ||
| By: | /s/ Robert B. Harris, Ph.D. | |
| Robert B. Harris, Ph.D. | ||
| President and Chief Executive Officer | ||
Dated: May 18, 2006
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EXHIBIT INDEX
| Number | Description of Exhibit | |
| 99.1 | Press release, dated May 18, 2006, relating to the receipt by Commonwealth Biotechnologies, Inc. of a Nasdaq Review of Deficiency on May 15, 2006. |
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