Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
On February 6, 2013, Tianli Agritech, Inc. (the “Company”) received a letter from The NASDAQ Stock Market notifying the Company that the minimum bid price of the Company’s common shares was below $1.00 per share for 30 consecutive business days and that the Company was therefore not in compliance with Marketplace Rule 5450(a)(1). The notification letter has no immediate effect at this time on the listing of the Company’s common shares on The NASDAQ Global Market. The Company’s common shares will continue to trade on The NASDAQ Global Market under the symbol OINK.
The notification letter states that the Company will be afforded 180 calendar days, or until August 5, 2013, to regain compliance with the minimum closing bid requirement. In accordance with Marketplace Rule 5810(c)(3)(A), the Company can regain compliance if the closing bid price of the Company’s common shares meets or exceeds $1.00 per share for at least 10 consecutive business days, and that if the Company’s common shares regain compliance with the minimum closing bid requirement for continued listing, the NASDAQ staff will provide the Company with written notification that it has achieved compliance with the minimum closing bid requirement for continued listing and the matter will be closed. The notification letter states that if the Company chooses to implement a reverse stock split to achieve compliance, the Company must complete the split no later than ten business days prior to August 5, 2013.
If the Company does not regain compliance by August 5, 2013, NASDAQ will provide written notification to the Company that the Company's common shares are subject to delisting. At that time, the Company may appeal the delisting determination to a NASDAQ Listings Qualifications Panel pursuant to applicable NASDAQ rules. Alternatively, NASDAQ Marketplace Rules may permit the Company to transfer the Company’s common stock to the NASDAQ Capital Market if the Company’s common stock satisfies all criteria for continued listing on such market, with the exception of the bid price requirement, and will need to provide written notice of its intention to cure the deficiency during the second compliance period by effecting a reverse stock split, if necessary. Should the Nasdaq Listings Qualifications Staff conclude that the Company will not be able to cure the deficiency, or should the Company determine not to submit a transfer application, NASDAQ will provide written notification to the Company that the Company's common shares are subject to delisting.
Item 9.01 Financial Statements and Exhibits
(d) Exhibit 99.1 Press Release dated February 12, 2013
SIGNATURE
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.
| Dated: February 12, 2013 | | Tianli Agritech, Inc. | |
| | | | |
| | | By: /s/ Hanying Li | |
| | | Hanying Li | |
| | | Chief Executive Officer | |
