United States
Securities and Exchange Commission
Washington, D.C. 20549
Form 8-K
- --------------------------------------------------------------------------------
Current Report
Pursuant to Section 3 OR 15(d) of the Securities Exchange Act of 1934
August 5, 2003
Date of Report (Date of earliest event reported)________________________________
Bridge Technology, Inc.
_____________________________________________________________________________
(Exact name of registrant as specified in its charter)
State or other jurisdiction of incorporation Nevada
- ------------------------------------------------------------------
Commission File No. 000-24767
- ------------------------------------------------------------------
IRS Employer Identification No. 59-3065437
- ------------------------------------------------------------------
12601 Monarch Street, Garden Grove, California 92841
_____________________________________________________________________________
(Address of principal executive offices) (Zip Code)
714.891.6508
Registrants telephone number, including area code___________________________
_____________________________________________________________________________
(Former name of former address, if changed since last report.)
INFORMATION TO BE INCLUDED IN THE REPORT
Item 7. Financial Statements and Exhibits
Exhibit 99.1 Press Release Dated August 5, 2003.
Item 9. Regulation FD Disclosure
The Company has received a letter from NASDAQ indicating that its common stock
will be delisted from The Nasdaq Stock Market effective with the open of
business on Wednesday, August 6, 2003 based on its failure to satisfy the
filing, bid price and Annual Meeting requirements.
The Company has received a formal notice that it is in non-compliance with
Market Rule 4310(c)(14) in that its Form 10-K for the year ending December 31,
2002, and Form 10-Q's for the quarters ending March 31, 2003 and June 30, 2003
have not been filed.
The Company believes it has valid reasons for this filing delinquency and has
requested an oral hearing before a Nasdaq Panel to appeal the staff's
determination.
In addition, Nasdaq had notified the Company on August 4, 2003 the initial
listing requirements for the Nasdaq Small Cap Market under Marketplace Rule
4310 (c)(2)(A), the Company is non-compliant with the $1.00 per share bid
price requirement, and the Annual Meeting requirement.. The Company also
plans on addressing these issues at its hearing before the Nasdaq Listing
and Hearing Review Council. No hearing date has been scheduled as of the
date of this press release.
The Company's securities will not be immediately eligible to trade on the OTC
Bulletin Board since the Company is not current in all of its periodic
reporting requirements pursuant to Section 13(a) or 15(D) of the Exchange Act.
In the interim while Nasdaq is reviewing the Company's request for
reinstatement, the Company has also requested that one of it's Nasdaq market
makers file a Form 211 to allow the Company to trade on the OTC Bulletin Board
("OTC"). Until the Form 211 is approved by Nasdaq, which will require the
submission of the as yet uncompleted Form 10-K, the Company's common stock will
trade in the 'Pink Sheets'.
Filing of Audited Financial Statement for Period Ending December 31, 2002 and
Form 10-Q for the Periods Ending March 31, 2003 and June 30, 2003
The Company anticipates that its Form 10-K for the period ending December 31,
2002 and its Form 10-Q for the period ending March 31, 2003 and June 30, 2003
will be filed with the Securities and Exchange Commission no later than August
14, 2003.
Exhibit 99.1 Press Release Dated August 5, 2003
News Release
Company Contact:
Dir. of Shareholder Relations
Denise Lafone
714. 891.6508
denisel@bridgeus.com
Bridge Technology, Inc. Is Delisted As Nasdaq Denies Extension
GARDEN GROVE, Calif. - August 5, 2003 - Bridge Technology, Inc. (Nasdaq Small
Cap Market: BIGCE), a data storage and communication components distribution
Company, announced today that Nasdaq has denied the Company's extension request
and determined to delist its securities from The Nasdaq Stock Market effective
with the open of business on Wednesday, August 6, 2003 based on its failure to
satisfy the filing, bid price and Annual Meeting requirements.
The Company has received a formal notice that it is in non-compliance with
MarketRule 4310(c)(14) in that its Form 10-K for the year ending December 31,
2002, and Form 10-Q's for the quarters ending March 31, 2003 and June 30, 2003
have not been filed.
The Company believes it has valid reasons for this filing delinquency and has
requested an oral hearing before a Nasdaq Panel to appeal the staff's
determination.
In addition, Nasdaq had notified the Company on August 4, 2003 the initial
listing requirements for the Nasdaq Small Cap Market under Marketplace Rule
4310 (c)(2)(A),the Company is non compliant with the $1.00 per share bid price
requirement and the Annual Meeting requirement. The Company also plans on
addressing these issues at its hearing before the Nasdaq Listing and Hearing
Review Council. No hearing date has been scheduled as of the date of this
press release.
The Company's securities will not be immediately eligible to trade on the OTC
Bulletin Board since the Company is not current in all of its periodic
reporting requirements pursuant to Section 13(a) or 15(D) of the Exchange Act.
In the interim while Nasdaq is reviewing the Company's request for reinstatement
, the Company has also requested that one of it's Nasdaq market makers file a
Form 211 to allow the Company to trade on the OTC Bulletin Board ("OTC"). Until
the Form 211 is approved by Nasdaq, which will require the submission of the as
yet uncompleted Form 10-K, the Company's common stock will trade in the 'Pink
Sheets'.
The Company expects to file it's 10Q for the quarter ending June 30, 2003 on or
before August 14, 2003.
About Bridge Technology, Inc.
Bridge Technology, Inc. is a ``time-to-market'' Company that distributes digital
recording, storage, and communication components and sub-assembly units,
primarily to long standing OEM customers. The Company operates through
subsidiariesin the United States, and Hong Kong. More information on Bridge
Technology, Inc. may be obtained over the Internet at http://www.bridgeus.com.
Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995
: The statements contained in this release, which are not historical facts, may
be deemed to contain forward-looking statements including, but not limited to,
deployment of new services, growth of the customer base, and growth of the
servicearea, among other items. Actual results may differ materially from those
anticipated in any forward-looking statement with regard to magnitude, timing,
or other factors. Deviation may result from risk and uncertainties, including,
without limitation, the Company's dependence on third parties, market
conditions for the sale of services, technical factors affecting networks,
availability of capital, and other risks and uncertainties. The Company
disclaimsany obligation to update information contained in any forward-looking
statement.
Contact:
Bridge Technology, Inc.
Denise Lafone, Dir. of Shareholder Relations
(714) 891-6508
denisel@bridgeus.com
Source: Bridge Technology, Inc.
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.
Bridge Technology, Inc.
__________________________
(Registrant)
Date August 5, 2003 /S/ James Djen, President, CEO and Director
------------------- ---------------------------------------------
(Signature)