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): August
23, 2011
______________
DEX ONE CORPORATION
(Exact
name of registrant as specified in its charter)
| Delaware | 1-07155 | 13-2740040 |
|
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
|
1001 Winstead Drive, Cary, NC (Address of principal executive offices) |
Registrant’s telephone number, including area code: (919) 297-1600 |
27513 (Zip Code) |
| (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:
⃞
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))
Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
(a) On August 23, 2011, Dex One Corporation (the “Company”) was notified by the New York Stock Exchange (the “NYSE”) that the Company had fallen below one of the NYSE's continued listing standards. Rule 802.01B(III)(ii) of the NYSE Listed Company Manual requires that the Company’s average total market capitalization over a consecutive 30 trading-day period equal or exceed $100 million.
Under applicable NYSE rules, the Company has 10 days from receipt of the notice to inform the NYSE that it intends to cure the deficiency and 45 days from the receipt of the notice to submit a plan advising the NYSE of definitive action the Company proposes to take that would bring it into compliance with Rule 802.01B(III)(ii) within 18 months of receipt of the notice. The Company notified the NYSE that it intends to cure the deficiency within the prescribed timeframe.
As required under NYSE rules, the Company issued a Press Release on
August 26, 2011, announcing that it had received the notice of
non-compliance and that the Company intends to cure the deficiency
within the prescribed timeframe. A copy of this press release is
attached hereto as Exhibit 99.1 to this Form 8-K.
Item
9.01. Financial Statements and Exhibits.
|
Exhibit No. |
Description |
| 99.1 |
Press Release issued August 26, 2011 |
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 hereunto duly authorized.
|
Dex One Corporation |
|||
|
By: |
/s/ Mark W. Hianik | ||
|
Name: |
Mark W. Hianik | ||
|
Title: |
Senior Vice President, General Counsel and |
||
|
Corporate Secretary |
|||
|
Date: |
August 26, 2011 |
|
|
EXHIBIT INDEX
|
Exhibit No. |
Description |
| 99.1 |
Press Release issued August 26, 2011 |
Exhibit 99.1
Dex One Receives NYSE Compliance Notice
CARY, N.C.--(BUSINESS WIRE)--August 26, 2011--Dex One Corporation (NYSE: DEXO) announced today that it received notification from the New York Stock Exchange (NYSE) that its average equity market capitalization has fallen below the Exchange’s minimum continued listing standard of $100 million over a consecutive 30 trading-day period.
Dex One notified the NYSE that, by Oct. 7, it intends to submit a plan to restore compliance. Within 45 days of receipt of the company’s plan, the NYSE will determine if it will accept it. If the Exchange accepts the plan, Dex One will have up to 18 months to demonstrate compliance with the minimum equity market capitalization continued listing standard. During this period, the company’s shares will continue to be listed and traded on the NYSE, subject to compliance with other NYSE continued listing standards.
ABOUT DEX ONE
Dex One Corporation (NYSE: DEXO) is a leading marketing solutions provider helping local businesses and their customers connect wherever and whenever they choose to search. Building on its heritage of delivering print-based solutions, the company provides integrated products and services to help its clients establish their digital presence and generate leads. Dex One’s locally based marketing experts offer a broad network of local marketing solutions, including online, mobile and print search solutions, such as DexKnows.com. For more information, visit www.DexOne.com.
SAFE HARBOR PROVISION
Certain statements contained in this press release regarding Dex One Corporation’s future operating results or performance or business plans or prospects and any other statements not constituting historical fact are “forward-looking statements” subject to the safe harbor created by the Private Securities Litigation Reform Act of 1995. All forward-looking statements reflect only Dex One's current beliefs and assumptions with respect to future business plans, prospects, decisions and results, and are based on information currently available to Dex One. Accordingly, the statements are subject to significant risks, uncertainties and contingencies, which could cause Dex One’s actual operating results, performance or business plans or prospects to differ materially from those expressed in, or implied by, these statements.
CONTACT:
Dex One Corporation
Media Contact:
Chris
Hardman, 303-784-1351
chris.hardman@dexone.com
or
Investor
Contact:
Jamie Andelman, 800-497-6329
invest@dexone.com