-----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, Ii1NhwmMOcj/jZayfgNPoVct9hi1v798mkGQ/E2iDd3WfEkFnUV+hb/PbaJcNg2L TKRt5QrxbrZop8prQe9irA== 0001104659-07-076167.txt : 20071022 0001104659-07-076167.hdr.sgml : 20071022 20071022171301 ACCESSION NUMBER: 0001104659-07-076167 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20071017 ITEM INFORMATION: Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20071022 DATE AS OF CHANGE: 20071022 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ISONICS CORP CENTRAL INDEX KEY: 0001023966 STANDARD INDUSTRIAL CLASSIFICATION: CHEMICALS & ALLIED PRODUCTS [2800] IRS NUMBER: 770338561 STATE OF INCORPORATION: CA FISCAL YEAR END: 0430 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-21607 FILM NUMBER: 071183704 BUSINESS ADDRESS: STREET 1: 5906 MCINTYRE STREET CITY: GOLDEN STATE: CO ZIP: 80403 BUSINESS PHONE: 3032797900 MAIL ADDRESS: STREET 1: 5906 MCINTYRE STREET CITY: GOLDEN STATE: CO ZIP: 80403 8-K 1 a07-27171_18k.htm 8-K

 

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):  October 17, 2007

 

ISONICS CORPORATION

(Exact name of registrant as specified in its charter)

 

California

 

001-12531

 

77-0338561

State of

 

Commission File

 

IRS Employer

Incorporation

 

Number

 

Identification No.

 

5906 McIntyre Street, Golden, Colorado 80403

Address of principal executive offices

 

303-279-7900

Telephone number, including

Area code

 
Not applicable
Former name or former address if changed since last report
 

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:

 

o            Written communications pursuant to Rule 425 under the Securities Act

o            Soliciting material pursuant to Rule 14a-12 under the Exchange Act

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act

o            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

 

 



 

Item 3.01 – Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

 

On September 17, 2007, we received notification from the Nasdaq Stock Market (“Nasdaq”) that based on our Form 10-Q for the three months ended July 31, 2007, we failed to meet the requirement for continued listing found in Marketplace Rule 4310(c)(3). Rule 4310(c)(3) requires that we maintain any one of the following:

 

(i)            stockholders’ equity of $2.5 million;

(ii)           market value of listed securities of $35 million; or

(iii)          net income from continuing operations of $500,000 in the most recently completed fiscal year or in two of the last three most recently completed fiscal years.

 

On October 2, 2007 we submitted a written plan of compliance to Nasdaq describing our plan to achieve and sustain compliance with Rule 4310(c)(3) and all of the Nasdaq Capital Market listing requirements. However, on October 17, 2007 Nasdaq informed us that our request for continued listing on the Nasdaq Capital Market had been denied. We intend to  appeal Nasdaq’s decision and request a hearing before a Nasdaq Listing Qualifications Panel (the “Panel”). If we appeal, our hearing request will stay the delisting of our common stock pending the Panel’s decision. If we appeal the initial decision, there can be no assurance that the Panel will grant the Company’s request for continued listing.

 

On October 22, 2007, the Company issued a press release in connection with the foregoing matters, a copy of which is attached hereto as Exhibit 99.1 and incorporated herein by reference.

 

Item 9.01 – Financial Statements and Exhibits

 

(d)

 

Exhibits

 

 

 

 

 

99.1

Press release dated October 22, 2007.

 

2



 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on the 22nd day of October 2007.

 

 

Isonics Corporation

 

 

 

 

 

By:

      /s/ John Sakys

 

 

 

John Sakys

 

 

President and Chief Executive Officer

 

3


EX-99.1 2 a07-27171_1ex99d1.htm EX-99.1

Exhibit 99.1

 

Isonics Receives Letter From Nasdaq

 

GOLDEN, Colo.—(BUSINESS WIRE)— October 22, 2007—Isonics Corporation (NASDAQ: ISON), a company that is focused on the development and provision of products and services for the semiconductor and homeland security markets, announced that on October 17, 2007 it received a staff determination letter from the Nasdaq Stock Market Listings Qualification Department notifying the Company that the Listings Qualification Department staff did not accept Isonics’ plan for regaining compliance with Marketplace Rule 4310(c)(3) requiring that the Company have a minimum of $2.5 million in stockholders’ equity or $35 million in market value of securities or $500,000 of net income from continuing operations for the most recently completed fiscal year or two of the three most recently completed fiscal years.  The letter advised Isonics that its common stock will be delisted at the opening of business on October 26, 2007, although that date will be delayed if Isonics appeals the staff determination as described below.

 

Under the Nasdaq rules, Isonics is entitled to and intends to request a hearing with a Nasdaq Listings Qualification Panel to attempt to obtain an additional period to regain compliance with the Nasdaq listing requirements.  If Isonics appeals, Isonics will provide the Panel with additional information regarding Isonics’ proposed plan for regaining compliance with the Nasdaq listing requirements. The suspension of Isonics’ listing will be stayed pending the Panel’s decision.  If the Panel does not find the Company’s approaches to be acceptable, the Panel could immediately delist the Company’s common stock.  There can be no assurance the Panel will grant the Company’s request for continued listing.

 

In the event that Isonics’ common stock is delisted from Nasdaq’s Capital Market, Isonics intends to work with its market makers as necessary to obtain quotation on the OTC Bulletin Board market.

About Isonics Corporation

Isonics Corporation is focused on the development and provision of homeland security products and services and the manufacture of 300-millimeter (and smaller diameter) silicon wafer reclaim and test products, wafer thinning and custom wafer products for the semiconductor industry. Additional information may be obtained at the Company’s Web site at www.isonics.com.

Except for historical information contained herein, this document contains forward-looking statements within the meaning of the Private Securities



 

Litigation Reform Act of 1995. These statements involve estimates, assumptions, known and unknown risks and uncertainties that may cause the Company’s actual results or outcomes to be materially different from those anticipated and discussed herein. Further, the Company operates in industries where securities values may be volatile and may be influenced by regulatory and other factors beyond the Company’s control. Other important factors that the Company believes might cause such differences are discussed in the risk factors detailed in the Company’s 10-K for the year ended April 30, 2007 and reports subsequently filed with the Securities and Exchange Commission, which include the Company’s historical cash flow difficulties, dependence on significant customers, and rapid development of technology, among other risks. In assessing forward-looking statements contained herein, readers are urged to carefully read all cautionary statements contained in these filings with the Securities and Exchange Commission.


Contact:

Isonics Corporation

John Sakys, 303-279-7900

or

CEOcast, Inc. for Isonics

Andrew Hellman, 212-732-4300

 


 

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