0001104659-15-066520.txt : 20150922 0001104659-15-066520.hdr.sgml : 20150922 20150922164022 ACCESSION NUMBER: 0001104659-15-066520 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20150922 ITEM INFORMATION: Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20150922 DATE AS OF CHANGE: 20150922 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TigerLogic CORP CENTRAL INDEX KEY: 0000820738 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 943046892 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-16449 FILM NUMBER: 151119691 BUSINESS ADDRESS: STREET 1: 1532 W. MORRISON ST. STREET 2: SUITE 200 CITY: PORTLAND STATE: OR ZIP: 97205 BUSINESS PHONE: (503) 488-6988 MAIL ADDRESS: STREET 1: 1532 W. MORRISON ST. STREET 2: SUITE 200 CITY: PORTLAND STATE: OR ZIP: 97205 FORMER COMPANY: FORMER CONFORMED NAME: RAINING DATA CORP DATE OF NAME CHANGE: 20001201 FORMER COMPANY: FORMER CONFORMED NAME: OMNIS TECHNOLOGY CORP DATE OF NAME CHANGE: 19971022 FORMER COMPANY: FORMER CONFORMED NAME: BLYTH HOLDINGS INC DATE OF NAME CHANGE: 19920703 8-K 1 a15-20022_28k.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):  September 22, 2015

 

TIGERLOGIC CORPORATION

(Exact Name of Registrant as Specified in Charter)

 

Delaware

 

000-16449

 

94-3046892

(State or Other Jurisdiction
of Incorporation)

 

(Commission
File Number)

 

(I. R. S. Employer
Identification No.)

 

1532 SW Morrison Street

Portland, OR 97205

(Address of Principal Executive Offices, Zip Code)

 

Registrant’s telephone number, including area code:  (503) 488-6988

 

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))

 

 

 



 

ITEM 3.01  Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

 

On September 22, 2015, TigerLogic Corporation (“the Company”) notified the NASDAQ Capital Market (“NCM”) of its intent to file a Form 25 with the Securities and Exchange Commission (“the Commission”) to effect the voluntary withdrawal of its common stock from listing on the NCM.  The Company plans to file the Form 25 with the Commission on or about October 2, 2015 and expects that its common stock will cease trading on the NCM upon the effectiveness of its withdrawal from listing, which will occur on or about October 13, 2015, ten calendar days following the filing of Form 25.

 

The Company is currently taking the steps necessary so that its common stock may be quoted for trading in the OTCQX US Market, operated by OTC Markets, Inc., under its current trading symbol “TIGR” following the withdrawal from trading on the NCM. The Company expects that its common stock will continue to trade in the OTCQX US Market so long as market makers demonstrate an interest in trading in the common stock.  The Company will remain a reporting company under the Securities Exchange Act of 1934, as amended.

 

The Company is voluntarily withdrawing its common stock from listing on the NCM as the Company’s Board of Directors has determined that in light of the current thin volume of trading, the cost of continuing to have its stock listed on the NCM is no longer in the best interest of its shareholders.  Additionally, as previously disclosed, the Company has received notices from the NCM that the Company is not in compliance with the NCM’s $1.00 minimum bid price per share requirement for continued listing on the NCM.

 

ITEM 8.01  Other Events.

 

On September 22, 2015, the Company issued a press release announcing its intent to voluntarily delist its common stock from trading on the NCM, as described in Item 3.01 above.  A copy of the press release is filed as an exhibit to this Current Report on Form 8-K.

 

ITEM 9.01  Financial Statements and Exhibits.

 

99.1 Press release dated September 22, 2015.

 

2



 

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.

 

 

 

TIGERLOGIC CORPORATION

 

 

 

 

Dated: September 22, 2015

By:

/s/ Roger Rowe

 

 

Roger Rowe

 

 

Acting Chief Executive Officer and Chief Financial Officer

 

3


EX-99.1 2 a15-20022_2ex99d1.htm EX-99.1

Exhibit 99.1

 

 

TIGERLOGIC CORPORATION ANNOUNCES INTENTION TO VOLUNTARILY DELIST

FROM NASDAQ CAPITAL MARKET

 

PORTLAND, OR. — September 22, 2015

 

TigerLogic Corporation (Nasdaq: TIGR) today announced that it has notified the NASDAQ Capital Market (“NCM”) of its intent to file a Form 25 with the Securities and Exchange Commission (“the Commission”) to effect the voluntary withdrawal of its common stock from listing on the NCM.  The Company plans to file the Form 25 with the Commission on or about October 2, 2015 and expects that its common stock will cease trading on the NCM upon the effectiveness of its withdrawal from listing, which will occur on or about October 13, 2015, ten calendar days following the filing of Form 25.

 

The Company is currently taking the steps necessary so that its common stock may be quoted for trading in the OTCQX US Market, operated by OTC Markets, Inc., under its current trading symbol “TIGR” following the withdrawal from trading on the NCM.  The Company expects that its common stock will continue to trade in the OTCQX US Market so long as market makers demonstrate an interest in trading in the common stock.  The Company will remain a reporting company under the Securities Exchange Act of 1934, as amended.

 

TigerLogic is voluntarily withdrawing its common stock from listing on the NCM as the Company’s Board of Directors has determined that in light of the current thin volume of trading, the cost of continuing to have its stock listed on the NCM is no longer in the best interest of its shareholders.  Additionally, as previously disclosed, the Company has received notices from the NCM that the Company is not in compliance with the NCM’s $1.00 minimum bid price per share requirement for continued listing on the NCM.

 

About TigerLogic Corporation

 

TigerLogic Corporation (Nasdaq: TIGR) is a global provider in engagement solutions, including the Omnis mobile development platform and Postano, a social media aggregation and display platform. More information about TigerLogic and its products can be found at http://www.tigerlogic.com.

 

Except for the historical statements contained herein, the foregoing release may contain forward-looking information, including statements about the anticipated timing of effectiveness of the delisting of TigerLogic’s common stock from the NCM, the anticipated quotation of our common stock on the OTCQX US Market, and the orderliness and timing of the transition of trading in its common stock.  These forward-looking statements involve risks and uncertainties, including activities, events or developments that TigerLogic expects, believes or anticipates will or may occur in the future.  A number of factors could cause actual results to differ from those indicated in the forward looking statements, including our failure or the failure of others to timely comply with applicable rules of the NCM, the SEC the OTCQX US Market or the Financial Industry Regulatory Authority (FINRA).  Please consult the various reports and documents filed by TigerLogic with the U.S. Securities and Exchange Commission, including but not limited to TigerLogic’s most recent reports on Form 10-K and Form 10-Q for factors potentially affecting its future financial results. All forward-looking statements are made as of the date hereof and TigerLogic disclaims any responsibility to update or revise any forward-looking statement provided in this news release.

 

###

 

Investor Relations Contact:

 

Roger Rowe, CEO/CFO

Phone: (503) 488-6988

roger.rowe@tigerlogic.com

 


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