Filed Pursuant to Rule 424(b)(3)
Registration No. 333-172792
Prospectus Supplement No. 11 to
Prospectus dated August 30, 2011
4,175,549 Shares of Common Stock
1,020,970 Warrants
CROSSROADS SYSTEMS, INC.
This prospectus supplement no. 11 supplements and amends our prospectus dated August 30, 2011 relating to 3,154,579 shares of our common stock, 1,020,970 warrants to purchase shares of our common stock and the exercise of the warrants by those who purchased the warrants from selling security holders pursuant to this prospectus and 1,020,970 additional shares of common stock issuable upon exercise of the warrants for sale by our security holders from time to time.
You should read this prospectus supplement in conjunction with the prospectus dated August 30, 2011, as supplemented from time to time, which should be delivered in conjunction with this prospectus supplement. This prospectus supplement is not complete without, and may not be delivered or used except in conjunction with, the prospectus, including any amendments or supplements to the prospectus. This prospectus supplement is qualified by reference to the prospectus, except to the extent that the information provided by this prospectus supplement supersedes information contained in the prospectus and any amendments or supplements to the prospectus.
This prospectus supplement includes our Current Report on Form 8-K filed with the Securities and Exchange Commission on April 8, 2013.
Investing in our common stock involves a high degree of risk. See “Risk Factors” beginning on page 6 of our prospectus dated August 30, 2011 and under similar headings in any amendments or supplements to the prospectus, including under the heading “Risk Factors” in our Annual Report on Form 10-K for the year ended October 31, 2012.
Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or passed upon the adequacy or accuracy of this prospectus. Any representation to the contrary is a criminal offense.
The date of this prospectus supplement is April 8, 2013.
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)April 2, 2013
Crossroads Systems, Inc.
(Exact name of registrant as specified in its charter)
Delaware
(State or Other Jurisdiction of Incorporation)
| Delaware | 001-15331 | 74-2846643 |
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
11000 North Mo-Pac Expressway Austin, Texas | 78759 |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code(512) 349-0300
(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 (seeGeneral 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. |
As previously disclosed, on January 29, 2013, the Nasdaq Stock Market (“Nasdaq”) notified Crossroads Systems, Inc. (the “Company”) that it did not comply with the minimum $2.5 million stockholders’ equity, $35 million market value of listed securities or $500,000 of net income from continuing operations requirements for Nasdaq set forth in Listing Rules 5550(b)(1), 5550(b)(2) or 5550(b)(3), respectively.
On April 2, 2013, Nasdaq notified the Company that, based on the Company’s Current Report on Form 8-K, dated March 25, 2013, and additional correspondence on behalf of the Company, Nasdaq has determined that the Company complies with Listing Rule 5550(b)(1). Nasdaq also informed the Company that if the Company fails to evidence compliance upon filing its next periodic report for the quarter ending April 30, 2013, it may be subject to delisting. At that time, Nasdaq will provide written notification to the Company, which may then appeal Nasdaq’s determination to a Hearings Panel.
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: April 8, 2013 | CROSSROADS SYSTEMS, INC. | ||
| By: | /s/ Jennifer Crane | ||
| Jennifer Crane | |||
| Chief Financial Officer | |||
