-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, KKmJ4Jjq+wk/XpnDFtOA8AsOaaHqhIaL2v2eVbSo9v6h/GPkbae0DcE6tOpYar4H 89kGmX5tanqaRrPqnF39qg== 0000927016-01-000379.txt : 20010205 0000927016-01-000379.hdr.sgml : 20010205 ACCESSION NUMBER: 0000927016-01-000379 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20010126 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20010202 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NMT MEDICAL INC CENTRAL INDEX KEY: 0001017259 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 954090463 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-21001 FILM NUMBER: 1524108 BUSINESS ADDRESS: STREET 1: 27 WORMWOOD STREET CITY: BOSTON STATE: MA ZIP: 02210 BUSINESS PHONE: 6177370930 MAIL ADDRESS: STREET 1: 27 WORMWOOD STREET CITY: BOSTON STATE: MA ZIP: 02210 FORMER COMPANY: FORMER CONFORMED NAME: NITINOL MEDICAL TECHNOLOGIES INC DATE OF NAME CHANGE: 19960619 8-K 1 0001.txt FORM 8K 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): January 26, 2001 NMT Medical, Inc. - ------------------------------------------------------------------------------- (Exact name of registrant as specified in charter) Delaware 000-21001 95-4090463 - ------------------------------------------------------------------------------- (State or other juris- (Commission (IRS Employer diction of incorporation) File Number) Identification No.) 27 Wormwood Street, Boston, Massachusetts 02210 - ------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (617) 737-0930 N/A - ------------------------------------------------------------------------------- (Former name or former address, if changed since last report) Item 5. Other Events. ------------ On February 2, 2001, NMT Medical, Inc. (the "Company"), a Delaware corporation, announced pursuant to Marketplace Rule 4815(b) that it received notice on January 26, 2001 from the Nasdaq National Market (the "NNM") that the NNM had determined to delist the Company's common stock from the NNM, effective at the opening of business on February 5, 2001, unless the Company requests a hearing prior to that time. Based on the Company's review of its unaudited year-end results, the Company requested a hearing to appeal Nasdaq's decision. A hearing request will stay the delisting of the Company's securities pending a decision by the Nasdaq Listing Qualifications Panel (the "Panel"). In its notice to the Company, Nasdaq informed the Company, based on the Company's reported results of operations for the quarter ended September 30, 2000, that the Company was no longer in compliance with the minimum $4,000,000 net tangible assets requirement for the NNM under Marketplace Rule 4450(a)(3). Until the Panel reaches its decision, the Company's common stock will remain listed on the NNM. There can be no assurance as to when the Panel will reach a decision, or that such a decision will be favorable to the Company. An unfavorable decision will result in the immediate delisting of the Company's common stock irrespective of the Company's ability to appeal the decision. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. ------------------------------------------------------------------ (c) Exhibits Exhibit No. Description - ----------- ----------- 99.1 Press Release, dated February 2, 2001, announcing receipt of the Nasdaq letter regarding potential delisting. 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. Date: February 2, 2001 NMT Medical, Inc. ----------------- (Registrant) By: /s/ John E. Ahern ---------------------- Name: John E. Ahern Title: President and Chief Executive Officer EXHIBIT INDEX Exhibit No. Description - ----------- ------------ 99.1 Press Release, dated February 2, 2001, announcing receipt of the Nasdaq letter regarding potential delisting. EX-99.1 2 0002.txt PRESS RELEASE DATED 02/02/2001 Exhibit 99.1 NMT Medical, Inc. 27 Wormwood Street Boston, MA 02210-1625 (Nasdaq/NMS:NMTI) AT THE COMPANY AT THE FINANCIAL RELATIONS BOARD - ------------------------- -------------------------------- John E. Ahern General Info: Stuart Levine, Ph.D. Chief Executive Officer Analyst Info: Brian Gill (617) 737-0930 Media Info: Deanne Eagle (212) 661-8030 FOR IMMEDIATE RELEASE - --------------------- February 2, 2001 NMT MEDICAL ANNOUNCES RECEIPT OF NASDAQ LETTER REGARDING POTENTIAL DELISTING ---------------------------------------------------------------------------- BOSTON, MA, FEBRUARY 2, 2001 - NMT Medical, Inc. (Nasdaq/NMS:NMTI) announced today pursuant to Marketplace Rule 4815(b) that it received notice on January 26, 2001 from the Nasdaq National Market (the "NNM") that the NNM had determined to delist the Company's common stock from the NNM, effective at the opening of business on February 5, 2001, unless the Company requests a hearing prior to that time. Based on the Company's review of its unaudited year-end results, the Company requested a hearing to appeal Nasdaq's decision. A hearing request will stay the delisting of the Company's securities pending a decision by the Nasdaq Listing Qualifications Panel (the "Panel"). In its notice to the Company, Nasdaq informed the Company that, based on the Company's reported results of operations for the quarter ended September 30, 2000, the Company was no longer in compliance with the minimum $4,000,000 net tangible assets requirement for the NNM under Marketplace Rule 4450(a)(3). Until the Panel reaches its decision, the Company's common stock will remain listed on the NNM. There can be no assurance as to when the Panel will reach a decision, or that such a decision will be favorable to the Company. An unfavorable decision will result in the immediate delisting of the Company's common stock irrespective of the Company's ability to appeal the decision. NMT Medical designs, develops and markets innovative medical devices that utilize advanced technologies and are delivered by minimally invasive procedures. The Company's products are designed to offer alternative approaches to existing complex treatments, thereby reducing patient trauma, shortening procedure, hospitalization and recovery times, and lowering overall treatment costs. The Company's medical devices include self-expanding stents, vena cava filters and septal repair devices. The NMT Neurosciences division serves the needs of neurosurgeons with a range of implantable and disposable products, including cerebral spinal fluid shunts, external drainage products, and the Spetzler(TM) Titanium Aneurysm Clip. This press release contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, including any statements relating to results of the hearing by the Panel. Factors that might cause such a difference include, but are not limited to, those discussed under the heading "Certain Factors That May Affect Future Results" included in the Management's Discussion and Analysis of Financial Condition and Results of Operations in the Company's Annual Report on Form 10-K for the year ended December 31, 1999, as amended, and subsequent filings with the Securities and Exchange Commission. # # # To receive NMT Medical's latest news release and other corporate documents via FAX -- at no cost -- please dial 1-800-PRO-INFO. Enter the Company's symbol NMTI. -----END PRIVACY-ENHANCED MESSAGE-----