-----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, TNa06HevpkFS008gUM1aHxBerQcT2K2js3ip4ycXOjSTskj4cNKAPjfrA2QOvdr4 mjfSaM6zfh6W8puAUHw41Q== 0000950123-11-004483.txt : 20110121 0000950123-11-004483.hdr.sgml : 20110121 20110121162047 ACCESSION NUMBER: 0000950123-11-004483 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20110114 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: 20110121 DATE AS OF CHANGE: 20110121 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TEAMSTAFF INC CENTRAL INDEX KEY: 0000785557 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-HELP SUPPLY SERVICES [7363] IRS NUMBER: 221899798 STATE OF INCORPORATION: NJ FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-18492 FILM NUMBER: 11541588 BUSINESS ADDRESS: STREET 1: 300 ATRIUM DRIVE CITY: SOUTH PLAINFIELD STATE: NJ ZIP: 08873 BUSINESS PHONE: 7327481700 MAIL ADDRESS: STREET 1: 300 ATRIUM DRIVE CITY: SOUTH PLAINFIELD STATE: NJ ZIP: 08873 FORMER COMPANY: FORMER CONFORMED NAME: DIGITAL SOLUTIONS INC DATE OF NAME CHANGE: 19920703 8-K 1 c11275e8vk.htm FORM 8-K Form 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): January 14, 2011

TeamStaff, Inc.
(Exact name of registrant as specified in its charter)
         
New Jersey   0-18492   22-1899798
(State or other Jurisdiction of Incorporation)   (Commission File Number)   (IRS Employer Identification No.)
     
1 Executive Drive
Somerset, NJ
  08873
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s telephone number, including area code: (866) 352-5304
 
 
(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 (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))

 
 

 

1


 

     
Item 3.01
  Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
 
   
 
  On January 14, 2010, TeamStaff, Inc. (the “Company”) received a staff deficiency letter from The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that it is not in compliance with Nasdaq Listing Rule 5250(c)(1) (the “Listing Rule”) since it did not timely file its Annual Report on Form 10-K for the fiscal year ended September 30, 2010 with the Securities and Exchange Commission.
 
   
 
  Under the Nasdaq Listing Rules, the Company is afforded 60 calendar days, or until March 15, 2011, to submit to Nasdaq a plan to regain compliance with the Listing Rule. If the Nasdaq Stock Market staff accepts the plan, the Nasdaq staff can grant an exception of up to 180 calendar days from the filing’s due date, or until July 12, 2011, for the Company to regain compliance. In the event Nasdaq determines that the Company’s plan is not sufficient to regain compliance, Nasdaq staff will send written notice that the Company’s common stock will be subject to delisting. At that time, the Company may appeal the delisting determination to a Nasdaq hearings panel.
 
   
 
  The Company is working diligently on this matter and intends to file its Annual Report on Form 10-K as soon as practicable. The Company issued a press release on January 21, 2011 disclosing its receipt of the letter from Nasdaq described above, a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
 
   
Item 9.01
  Financial Statements and Exhibits
 
   
 
  The following exhibit is attached to this Form 8-K:
             
    Exhibit    
(d)   Number   Exhibit Title or Description
 
    99.1     Press Release

 

2


 

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.
         
  TeamStaff, Inc.
 
 
  By:   /s/ Zachary C. Parker    
    Name:   Zachary C. Parker   
    Title:   President and Chief Executive Officer   
 
Date: January 21, 2011

 

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EXHIBIT INDEX
     
Exhibit    
Number   Description
99.1
  Press Release

 

4

EX-99.1 2 c11275exv99w1.htm EXHIBIT 99.1 Exhibit 99.1
Exhibit 99.1
FOR IMMEDIATE RELEASE
TEAMSTAFF, INC. ANNOUNCES RECEIPT OF NASDAQ DEFICIENCY NOTICE
Somerset, New Jersey — January 21, 2011 — TeamStaff, Inc. (Nasdaq: TSTF), a leading logistics and healthcare services provider to the Federal Government and Department of Defense announced today that on January 14, 2011, it received a notice from the Listing Qualifications Department of The Nasdaq Stock Market (Nasdaq) notifying it that the Company is not in compliance with Nasdaq Listing Rule 5250(c)(1), Obligation to File Periodic Financial Reports, because it did not timely file its Annual Report on Form 10-K for the fiscal year ended September 30, 2010 with the Securities and Exchange Commission. As previously announced in the Company’s press release dated January 13, 2011, the Company determined that it needs to delay the filing of its Annual Report on Form 10-K for the fiscal year ended September 30, 2010.
The Company has been provided an initial grace period of 60 calendar days, or until March 15, 2011, to submit a plan to regain compliance and if Nasdaq accepts the Company’s plan, an additional grace period of up to 180 calendar days from the original due date, or until July 12, 2011, can be provided to regain compliance. In the event Nasdaq determines that the Company’s plan is not sufficient to regain compliance, Nasdaq staff will send written notice that the Company’s common stock will be subject to delisting. At that time, the Company may appeal the delisting determination to a Nasdaq hearings panel. The Company is working diligently on this matter and intends to file its Annual Report on Form 10-K as soon as practicable.
About TeamStaff, Inc.
TeamStaff serves clients and their employees throughout the United States as a full-service provider of logistics and healthcare support services. TeamStaff specializes in providing high quality healthcare, logistics, and technical services to Federal agencies and the Department of Defense. For more information, visit the TeamStaff corporate web site at www.teamstaff.com or the TeamStaff Government Solutions web site at www.teamstaffgs.com.
This press release contains “forward-looking statements” as defined by the federal securities laws and involve numerous risks and uncertainties. TeamStaff’s actual results could differ materially from those described in such forward-looking statements as a result of such risks and uncertainties. For a discussion of such risks and uncertainties, see “Risk Factors” in the Company’s periodic reports filed with the U.S. Securities Exchange Commission. The information in this release should be considered accurate only as of the date of the release.
CONTACTS:
Zachary C. Parker,
President and Chief Executive Officer
John E. Kahn,
Chief Financial Officer
TeamStaff, Inc.
1 Executive Drive
Somerset, NJ 08873
866-352-5304
Donald C. Weinberger/Diana Bittner (media)
Wolfe Axelrod Weinberger Associates, LLC
212-370-4500
don@wolfeaxelrod.com
diana@wolfeaxelrod.com
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