UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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 19, 2005
American Locker Group Incorporated
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(Exact name of registrant as specified in its charter)
Delaware 0-439 16-0338330
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
608 Allen Street, Jamestown, New York 14701
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(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: (716) 664-9600
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:
[ ] 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.
On April 19, 2005, American Locker Group Incorporated (the "Company")
received notice from The Nasdaq Stock Market ("Nasdaq") indicating that the
Company is not in compliance with Nasdaq's requirement for continued listing set
forth in Marketplace Rule 4310(c)(14) as a result of the Company's failure to
file its Annual Report on Form 10-K for its fiscal year ended December 31, 2004
with the Securities and Exchange Commission. While the notice does not by itself
result in immediate delisting of the Company's common stock, Nasdaq stated in
its notice that unless the Company requests a hearing with a Nasdaq Listing
Qualifications Panel, the Company's common stock will be delisted from Nasdaq at
the opening of business on April 28, 2005. In addition, the trading symbol for
the Company's common stock will be changed from "ALGI" to "ALGIE" effective as
of the opening of business on April 21, 2005.
Nasdaq rules permit the Company to request a hearing with a Nasdaq
Listing Qualifications Panel to appeal Nasdaq's decision to delist the Company's
common stock. The Company intends to make a timely request for a hearing on this
matter, which will stay the delisting pending the hearing and a determination by
the Nasdaq Listing Qualifications Panel, and to request an extension to file its
Annual Report on Form 10-K. While the Company is working diligently to file its
Annual Report on Form 10-K as soon as possible, there can be no assurance that
the Nasdaq Listing Qualifications Panel will grant the Company's request.
Attached as Exhibit 99.1 hereto is a copy of the Company's press
release dated April 20, 2005, with respect to this matter.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits
99.1 Press release dated April 20, 2005.
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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.
AMERICAN LOCKER GROUP INCORPORATED
By: /s/ Edward F. Ruttenberg
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Edward F. Ruttenberg
Chairman and
Chief Executive Officer
Dated: April 21, 2005
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EXHIBIT INDEX
Exhibit 99.1 Press release dated April 20, 2005.
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