-----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, LfTXg8UwD6Ga4QN4Q5aToQ4s713LFWwpm4jmfke6pJ/uTfPRvEg97YL5Enfaisjm 8LlKppdn1FoorQ3hEShMUw== 0001143313-07-000019.txt : 20070202 0001143313-07-000019.hdr.sgml : 20070202 20070202134112 ACCESSION NUMBER: 0001143313-07-000019 CONFORMED SUBMISSION TYPE: 25-NSE CONFIRMING COPY: PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20070202 DATE AS OF CHANGE: 20070202 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SLS INTERNATIONAL INC CENTRAL INDEX KEY: 0001121785 STANDARD INDUSTRIAL CLASSIFICATION: HOUSEHOLD AUDIO & VIDEO EQUIPMENT [3651] IRS NUMBER: 522258371 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 25-NSE SEC ACT: 1934 Act SEC FILE NUMBER: 001-31323 BUSINESS ADDRESS: STREET 1: 3119 SOUTH SCENIC CITY: SPRINGFIELD STATE: MO ZIP: 65807 BUSINESS PHONE: 4178834549 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN STOCK EXCHANGE LLC CENTRAL INDEX KEY: 0001143313 IRS NUMBER: 522127241 FILING VALUES: FORM TYPE: 25-NSE BUSINESS ADDRESS: STREET 1: 86 TRINITY PLACE CITY: NEW YORK STATE: NY ZIP: 10006 BUSINESS PHONE: 212-306-1000 MAIL ADDRESS: STREET 1: 86 TRINITY PLACE CITY: NEW YORK STATE: NY ZIP: 10006 25-NSE 1 primary_doc.xml X0203 0001143313 AMERICAN STOCK EXCHANGE LLC 0001121785 SLS INTERNATIONAL INC 001-31323
3119 South Scenic Springfield MO MISSOURI 65807
417-883-4549
Common Stock, Par Value $0.001 17 CFR 240.12d2-2(b) Dennis J. Meekins Vice President - Listing Qualifications 2007-02-02
EX-99.25 2 sls20070202noappeal.htm                                 BEFORE THE

AMERICAN STOCK EXCHANGE LLC


DETERMINATION AND NOTIFICATION OF REMOVAL FROM LISTING

AND/OR REGISTRATION UNDER SECTION 12(b) OF THE

SECURITIES EXCHANGE ACT OF 1934

Attachment to Form 25


February 2, 2007


The American Stock Exchange LLC (the “Exchange” or “Amex”), pursuant to Section 12(d) of the Securities Exchange Act of 1934 and Rule 12d2-2(b) promulgated thereunder by the Securities and Exchange Commission (the “Commission”), has determined to strike from listing and registration on the Exchange, the following:


SLS INTERNATIONAL, INC.  

Common Stock, $0.001 Par Value

Commission File Number – 001-31323


1.

The standards of the Exchange provide, among other things, that consideration may be given to the removal of a security when: (i) the financial condition and/or operating results of the issuer appear to be unsatisfactory; (ii) the issuer has failed to comply with its listing agreements with the Exchange; or (iii) any other event shall occur or any condition shall exist which makes further dealings on the Exchange unwarranted.


In applying these standards, the Exchange gives consideration to delisting the securities of a company that is not in compliance with:


(a)

Section 1003(a)(ii) of the Amex Company Guide (the “Company Guide”) which requires a company to maintain at least $4 million in shareholders’ equity if the company has reported losses from continuing operations and/or net losses in three of its four most recent fiscal years; and


(b)

Section 1003(a)(iii) of the Company Guide which requires a company to maintain at least $6 million in shareholders’ equity if the company has reported losses from continuing operations and/or net losses in its five most recent fiscal years.


2.

The Common Stock of SLS International, Inc. (the “Company”) does not qualify for continued listing for the following reasons:


(a)

The Company has incurred net losses as follows:


Fiscal years ended

December 31,

Net Loss

2005

($10,004,388)

2004

($8,599,899)

2003

($3,979,341)

2002

($2,242,325)

2001

($1,040,174)



Nine-months ended

Net Loss

September 30, 2006

($7,585,889)


(b)

At September 30, 2006, the Company reported cash and cash equivalents of $112,332 and shareholders’ equity of $2,723,254.  


3.

In reviewing the eligibility of the Company’s Common Stock for continued listing, the Exchange has complied with its standards and procedures as follows:


(a)

By letter dated August 28, 2006, the Company was advised of its status in relation to the standards of the Exchange and offered an opportunity to present a plan in support of continued listing.  Specifically, the Company was not in compliance with Sections 1003(a)(ii) and 1003(a)(iii) of the Company Guide. The Exchange’s letter also advised the Company that it would need to regain compliance with the Exchange’s continued listing standards within a maximum period of eighteen months from the Company’s receipt of the letter.   


(b)

The Company submitted its plan of compliance by letter dated October 4, 2006 (the “Plan”). Upon review, the Exchange rejected the Plan as it did not make a reasonable demonstration of the Company’s ability to regain compliance with Sections 1003(a)(ii) and 1003(a)(iii) of the Company Guide within the required timeframe and therefore determined that the Company’s common stock did not qualify for continued listing. This determination, along with the Company’s right to appeal, was communicated to the Company by letter dated November 1, 2006.  The Company was also notified that, in accordance with Sections 1203 and 1009(d) of the Company Guide, it could appeal Staff’s determination no later than November 8, 2006 by requesting an oral or written hearing before a Listing Qualifications Panel of the Amex Committee on Securities (the “Panel”).


(c)

The Company did not appeal Staff’s determination.


Accordingly, the Exchange, having complied with all of its procedures, is authorized to file this application in accordance with Section 12 of the Securities Exchange Act of 1934 and the rules promulgated thereunder.


4.

In the opinion of the Exchange, all of the material facts relating to the reasons for this application are contained herein.


5.

The Exchange official whose signature is set forth below is duly authorized to file this application.


6.

In accordance with the provisions of Rule 12d2-2, the Exchange has issued public notice of its final determination to remove the Company’s securities from listing and/or registration by issuing a press release and posting notice on www.amex.com.  Further, a copy of this application has been forwarded to Mr. Michael L. Maples, Chief Financial Officer of the Company.



/s/


Dennis J. Meekins

Vice President, Listing Qualifications

American Stock Exchange LLC





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