-----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, RX1dT+KA44WGjOYkbRJa/B/pV3AMUN8mZ/x+Tn0b8EttbpXdi1ughtJOtBpfubjv UVU83ZquGgEY2NK4nhYMuQ== 0000950123-09-066361.txt : 20091125 0000950123-09-066361.hdr.sgml : 20091125 20091125172421 ACCESSION NUMBER: 0000950123-09-066361 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20091120 ITEM INFORMATION: Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20091125 DATE AS OF CHANGE: 20091125 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CITIZENS FIRST BANCORP INC CENTRAL INDEX KEY: 0001127442 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTIONS, NOT FEDERALLY CHARTERED [6036] IRS NUMBER: 383573582 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-32041 FILM NUMBER: 091209093 BUSINESS ADDRESS: STREET 1: 525 WATER ST CITY: PORT HURON STATE: MI ZIP: 48060 BUSINESS PHONE: 8109878300 MAIL ADDRESS: STREET 1: 525 WATER ST CITY: PORT HURON STATE: MI ZIP: 48060 8-K 1 k48610e8vk.htm FORM 8-K e8vk
 
 
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): November 20, 2009
CITIZENS FIRST BANCORP, INC.
(Exact name of registrant as specified in its charter)
         
Delaware   0-32041   38-3573852
(State or other jurisdiction   (Commission   (IRS Employer
of incorporation)   File Number)   Identification No.)
     
525 Water Street, Port Huron, Michigan   48060
(Address of principal executive offices)   (Zip Code)
Registrant’s telephone number, including area code: (810) 987-8300
(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 (see General Instruction A.2.):
o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 


 

Item 3.01.   Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
          On November 25, 2009, Citizens First Bancorp, Inc.’s (the “Company”) Board of Directors reviewed the notices discussed below. In connection with its review the Board of Directors instructed management to prepare an analyses of the alternatives to the continued listing of its common stock on the Nasdaq Global Select Market, including the transfer to The Nasdaq Capital Market or trading of the Company’s securities on the OTC Bulletin Board.
           On November 20, 2009, the Company received written notice from The Nasdaq Stock Market (“Nasdaq”) notifying the Company that it is currently not in compliance with the following Nasdaq continued listing requirements:
    Marketplace Rule 5450(b)(1)(C) which requires a minimum market value of publicly held shares of $5,000,000;
 
    Marketplace Rule 5450(b)(1)(A) which requires a minimum stockholders’ equity of $10,000,000; and
 
    Marketplace Rule 5250(c)(1) which requires Nasdaq listed companies to be current with respect to the filing their periodic reports with the SEC.
          The Company issued a press release on November 25, 2009 that disclosed its receipt of these notices from Nasdaq. A copy of the press release is furnished herewith as Exhibit 99.1. A copy of the release is also available on the Company’s web site.
          The Company previously reported its receipt on October 9, 2009, of written notice from Nasdaq indicating that the Company is not in compliance with Nasdaq’s continued listing requirement under Marketplace Rule 5450(a)(1) which requires a minimum bid price for common stock of $1.00 per share.
Item 5.02.   Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
          Effective November 20, 2009, Bethany A. Belanger resigned from her position on the Company’s Board of Directors, citing her many additional commitments in the community. The Company appreciates the fine service provided by Ms. Belanger during her tenure on the Board.
Item 9.01.   Financial Statements and Exhibits
               Exhibit 99.1. Press release dated November 25, 2009

 


 

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
         
  CITIZENS FIRST BANCORP, INC.
 
 
Date: November 25, 2009  By:   /s/ Marshall J. Campbell    
    Marshall J. Campbell   
    Chairman, President and Chief Executive Officer   
 

 

EX-99.1 2 k48610exv99w1.htm EX-99.1 exv99w1
EXHIBIT 99.1
NEWS RELEASE
     
 
   
From:
  Citizens First Bancorp, Inc.
Contact:
  Marshall J. Campbell
 
  Chairman, President and CEO
Corporate Office:
  525 Water Street
 
  Port Huron, MI 48060
Telephone:
  (810) 987-8300
Citizens First Bancorp, Inc. Announces Nasdaq Non-Compliance Notice
FOR IMMEDIATE RELEASE:
PORT HURON, MICHIGAN, November 25, 2009.
Citizens First Bancorp, Inc. (“Company”), the holding company for CF Bancorp, a Michigan savings bank (the “Bank”), announced today that in response to the receipt by the Company of notification from Nasdaq of noncompliance with certain listing requirements, the Board of Directors of the Company has asked management to prepare an analyses of alternatives to the continued listing of the Company’s common stock on the Nasdaq Global Select Market, including the transfer to The Nasdaq Capital Market or trading of the Company’s securities on the OTC Bulletin Board.
On November 20, 2009 the Company received letters from the Listing Qualifications Staff of The Nasdaq Stock Market (the “Staff”) notifying the Company that it is currently not in compliance with each of the following Nasdaq continued listing requirements:
    Marketplace Rule 5450(b)(1)(C) which requires a minimum market value of publicly held shares of $5,000,000;
 
    Marketplace Rule 5450(b)(1)(A) which requires a minimum stockholders’ equity of $10,000,000; and
 
    Marketplace Rule 5250(c)(1) which requires Nasdaq listed companies to be current with respect to the filing their periodic reports with the SEC.
          The Company previously reported its receipt on October 9, 2009 of written notice from the Staff indicating that the Company is not in compliance with Nasdaq’s continued listing requirement under Marketplace Rule 5450(a)(1), which requires a minimum bid price for common stock of $1.00 per share.
About Citizens First Bancorp, Inc.
          CF Bancorp is a wholly owned subsidiary of Citizens First Bancorp, Inc., a thrift holding company headquartered in Port Huron, Michigan. Founded in 1938, CF Bancorp is one of the largest community banks in southeast Michigan with 24 Banking Centers, 34 ATMs. CF Bancorp is a full-service bank offering a complete range of consumer and business banking products designed to achieve its customers’ financial goals.
          Statements contained in this news release may be forward-looking statements, as that term is defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of such words as “intend,” “believe,” “expect,” “anticipate,” “should,” “planned,” “estimated,” and “potential.” Such forward-looking statements are based on current expectations, but may differ materially from those currently anticipated due to a number of factors, which include, but are not limited to, factors discussed in documents filed by the Company with the Securities and Exchange Commission from time to time. The forward-looking statements are made as of the date of this release, and the Company assumes no obligations to update the forward-looking statements or to update the reasons why actual results could differ from those projected in the forward-looking statements.

 

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