- Current report filing (8-K)
13 Mai 2009 - 10:12PM
Edgar (US Regulatory)
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):
May 11,
2009
SP
ACQUISITION HOLDINGS,
INC.
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(Exact
name of registrant as specified in its charter)
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(State
or other jurisdiction
of
incorporation)
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(Commission
File
Number)
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(IRS
Employer
Identification
No.)
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590
Madison Avenue, 32nd Floor, New York,
NY
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code:
(212)
520-2300
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(Former
name or former address, if changed since last
report.)
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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 (
see
General
Instruction A.2. below):
¨
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))
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Item
3.01.
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Notice
of Delisting or Failure to Satisfy a Continued Listing Rule or Standard;
Transfer of Listing.
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As
previously disclosed on February 10, 2009 SP Acquisition Holdings, Inc. (the
“Company”) received a letter from the Corporate Compliance Department of NYSE
AMEX LLC (the “Exchange”), notifying the Company that it was below certain of
the Exchange’s continued listing standards in that it had failed to hold an
annual meeting of stockholders in 2008, in violation of Section 704 of the NYSE
AMEX LLC Company Guide (the “Company Guide”). The Company was afforded the
opportunity to submit a plan of compliance to the Exchange and on March 9, 2009
presented its plan to the Exchange (the “Plan”).
By letter
dated May 4, 2009, received by the Company on May 11, 2009, the Exchange
notified the Company that in accordance with Section 1099 of the Company Guide,
the Plan makes a reasonable demonstration of the Company’s ability to regain
compliance with Section 704 of the Company Guide. Based upon such reasonable
demonstration, the Exchange granted the Company an extension until August 11,
2009 to regain compliance with the continued listing standards. The
Company will be subject to periodic review by Exchange Staff during the
extension period. Failure to make progress consistent with the Plan
or to regain compliance with the continued listing standards by the end of the
extension period could result in the Company being delisted from the NYSE AMEX
LLC.
Pursuant
to requirements of the Company Guide, on May 12, 2009, the Company filed a press
release disclosing the Company’s receipt of the Letter and the other matters
discussed herein. A copy of the press release is furnished as
Exhibit 99.1
hereto
and incorporated herein by reference.
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Item
9.01.
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Financial
Statements and Exhibits.
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(d)
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Exhibits
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Exhibit
No.
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Description
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99.1
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Press
release dated May 12,
2009.
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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 thereunto
duly authorized.
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Date:
May 13, 2009
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SP
ACQUISITION HOLDINGS, INC.
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By:
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/s/ Warren G.
Lichtenstein
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Warren
G. Lichtenstein
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Chairman
of the Board, President and Chief Executive
Officer
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EXHIBIT
INDEX
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Exhibit
No.
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Description
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99.1
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Press
release dated May 12,
2009.
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