NYSE Amex LLC
DETERMINATION AND NOTIFICATION OF REMOVAL FROM LISTING
AND/OR REGISTRATION UNDER SECTION 12(b) OF THE
SECURITIES EXCHANGE ACT OF 1934
Attachment to Form 25
October 1, 2010
NYSE Amex LLC (the “Exchange”), pursuant to Section 12(d) of the Securities Exchange Act of 1934 and Rule 12d2-2(b) promulgated there under by the Securities and Exchange Commission (the “SEC” or the “Commission”), has determined to strike from listing and registration on the Exchange, the following:
Competitive Technologies, Inc.
Common Stock, $0.01 Par Value
Commission File Number – 001-8696
1.
The standards of the Exchange provide, among other things, that consideration may be given to the removal of a security when: (i) the financial condition and/or operating results of the issuer appear to be unsatisfactory; (ii) the issuer has failed to comply with its listing agreements with the Exchange; or (iii) any other event shall occur or any condition shall exist which makes further dealings on the Exchange unwarranted.
In applying these standards, the Exchange gives consideration to delisting the securities of a company that is not in compliance with or is subject to:
(a)
Section 1003(a)(i) of the NYSE Amex LLC Company Guide (the “Company Guide”) which requires a company to maintain at least $2 million in stockholders’ equity if the company has reported losses from continuing operations and/or net losses in two out of its three most recent fiscal years; and
(b)
Section 1003(a)(ii) of the Company Guide which requires a company to maintain at least $4 million in stockholders’ equity if the company has reported losses from continuing operations and/or net losses in three out of its four most recent fiscal years.
2.
The Common Stock (the “Common Stock”) of Competitive Technologies, Inc. (the “Company” or “CT”) does not qualify for continued listing for the following reasons:
(a)
The Company has reported income/(losses) as follows:
Fiscal Year Income/(Loss) from Continuing Operations Net Income/(Loss)
2009
($3,480,000)
($3,480,000)
2008
($5,966,000)
($5,966,000)
2007
($8,894,000)
($8,894,000)
2006
($2,377,000)
($2,377,000)
2005
$5,702,000
$5,702,000
(b)
At April 30, 2010, the Company reported stockholders’ equity of $656,246.
3.
In reviewing the eligibility of the Company’s Common Stock for continued listing, the Exchange has complied with its standards and procedures as follows:
(a)
On December 2, 2008 the Company was notified by the Exchange that, following a review of its Form 10-K for the fiscal year ended July 31, 2008, it was not in compliance with Sections 1003(a)(i) and (ii) of the Company Guide. In accordance with Section 1009 of the Company Guide, CT was given the opportunity to submit a business plan by January 2, 2009, outlining its plan to regain compliance with the Exchange’s continued listing standards by June 2, 2010.
(b)
On December 18, 2010 CT submitted its plan to regain compliance to the Exchange (the “Plan”).
(c)
On January 22, 2009, the Exchange notified the Company that it accepted the Plan and granted the Company an extension until June 2, 2010 to regain compliance with the continued listing standards (the “Plan Period”).
(d)
At the end of the Plan Period, June 2, 2010, CT had failed to regain compliance with Sections 1003(a)(i) and (ii) of the Company Guide. Consequently, via correspondence dated June 4, 2010 Staff notified the Company that it had determined to initiate delisting proceedings against the Company (the “Staff Determination”). The Exchange’s letter dated June 4, 2010 also informed the Company of its limited right, in accordance with Sections 1203 and 1009(d) of the Company Guide, to request a hearing before a Listing Qualifications Panel (a “Panel”) within seven days of the Staff Determination, or by June 11, 2010.
(e)
On June 10, 2010 the Company requested, pursuant to Sections 1203 and 1009(d) of the Company Guide, an oral hearing before the Panel. An appeal hearing was scheduled for August 25, 2010.
(f)
On August 25, 2010, a hearing, at which the Company’s representatives were present, was conducted before the Panel. By letter dated August 26, 2010, the Exchange notified CT of the Panel’s decision to deny the Company’s appeal for continued listing of its Securities on the NYSE Amex and to authorize delisting proceedings. The letter also informed the Company of its right, in accordance with Section 1205 of the Company Guide, to request that the Exchange’s Committee on Securities review the Panel’s decision within fifteen days.
(g)
The Company did not appeal the Panel’s decision to the Committee on Securities within the requisite time period or at all and has not otherwise regained compliance with the continued listing standards.
(h)
The Company’s securities were suspended from trading on NYSE Amex on September 3, 2010.
Accordingly, the Exchange, having complied with all of its procedures, is authorized to file this application in accordance with Section 12 of the Securities Exchange Act of 1934 and the rules promulgated thereunder.
4.
In the opinion of the Exchange, all of the material facts relating to the reasons for this application are contained herein.
5.
The Exchange official whose signature is set forth below is duly authorized to file this application.
6.
In accordance with the provisions of Rule 12d2-2, the Exchange has issued public notice of its final determination to remove the Company’s Common Stock from listing and/or registration by issuing a press release and posting notice onwww.nyse.com. Further, a copy of this application has been forwarded to, Mr. Johnnie D. Johnson, Chief Executive Officer of Competitive Technologies, Inc.
/s/
Janice O’Neill
Sr. Vice President
Corporate Compliance Department
NYSE Amex LLC