-----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, CKXmzzj8fMjewXZjJnZHkpVV597kwiwTpg4tV0RsLreE328MeHwGrmA1bcMax2d2 rKAuSkQ/4ZZl7uS33KvKzQ== 0001092306-06-000263.txt : 20060407 0001092306-06-000263.hdr.sgml : 20060407 20060407165927 ACCESSION NUMBER: 0001092306-06-000263 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060403 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: 20060407 DATE AS OF CHANGE: 20060407 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DHB INDUSTRIES INC CENTRAL INDEX KEY: 0000899166 STANDARD INDUSTRIAL CLASSIFICATION: ORTHOPEDIC, PROSTHETIC & SURGICAL APPLIANCES & SUPPLIES [3842] IRS NUMBER: 113129361 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13112 FILM NUMBER: 06748682 BUSINESS ADDRESS: STREET 1: 555 WESTBURY AVE CITY: CARLE PLACE STATE: NY ZIP: 11514 BUSINESS PHONE: 5169971155 MAIL ADDRESS: STREET 1: 555 WESTBURY AVE CITY: CARLE PLACE STATE: NY ZIP: 11514 FORMER COMPANY: FORMER CONFORMED NAME: DHB CAPITAL GROUP INC /DE/ DATE OF NAME CHANGE: 19960518 8-K 1 form8k040306.txt FORM 8-K DATED 04-03-06 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): APRIL 3, 2006 DHB INDUSTRIES, INC. (Exact name of registrant as specified in its charter) DELAWARE 001-13112 11-3129361 - ------------------------ ------------------------ ---------------------------- (State of Incorporation) (Commission File Number) (IRS Employer Identification Number) 400 POST AVENUE, SUITE 303, WESTBURY, NEW YORK 11590 - ------------------------------------------------ ---------- (Address of principal executive office) (Zip Code) (516) 997-1155 - ----------------------------------------------------- (Registrant's telephone number, including area code) NOT APPLICABLE - ---------------------------------------------------- (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. On April 3, 2006, DHB Industries, Inc. (the "Company") received a notice from the American Stock Exchange (the "Amex"), the national securities exchange that maintains the principal listing for the Company's common stock, of a failure to satisfy certain of the Amex continued listing standards. The notice relates to the failure of the Company to timely file its Annual Report on Form 10-K for the fiscal year ended December 31, 2005 with the Securities and Exchange Commission as required by Sections 134 and 1101 of the Amex Company Guide. The notice indicates that the Company is required to contact representatives of the Amex by April 10, 2006 to discuss new developments and indicate whether or not it intends to submit the plan of compliance described in the following sentence. Additionally, the notice indicates that, in order to maintain its Amex listing, the Company must submit a plan to the Amex by April 17, 2006 advising the Amex of the action the Company has taken, or will take, that would bring the Company into compliance with Sections 134 and 1101 of the Amex Company Guide by no later than June 2, 2006. The Company intends to provide a timely response to the Amex notice and to take other action to comply with the Amex continued listing standards. However, there can be no assurance that the Company will be able to do so. The press release issued by the Company on April 7, 2006 with respect to receipt of the Amex notice described above is filed herewith as Exhibit 99.1. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS. (d) Exhibits 99.1 Press Release, DHB Industries, Inc. Receives Notice from the American Stock Exchange of Noncompliance with Certain Continued Listing Standards dated April 7, 2006 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. DHB INDUSTRIES, INC. By: /s/ DAWN M. SCHLEGEL ----------------------- Dawn M. Schlegel Chief Financial Officer Dated: April 7, 2006 EXHIBIT INDEX 99.1 Press Release, DHB Industries, Inc. Receives Notice from the American Stock Exchange of Noncompliance with Certain Continued Listing Standards dated April 7, 2006 EX-99.1 2 ex99-1.txt PRESS RELEASE EXHIBIT 99.1 [DHB LOGO GOES HERE] NEWS FROM DHB INDUSTRIES INC. 400 Post Avenue Suite 303 Westbury, NY 11590 T:516/997-1155 F:516/997-1144 www.dhbindustires.com COMPANY CONTACT: Larry Ellis, President 516/997-1155 FOR IMMEDIATE RELEASE Dschlegel@dhbt.com DHB INDUSTRIES, INC. RECEIVES NOTICE FROM THE AMERICAN STOCK EXCHANGE OF NONCOMPLIANCE WITH CERTAIN CONTINUED LISTING STANDARDS Westbury, New York, April 7, 2006. DHB Industries Inc. (AMEX:DHB), a leader in the field of protective body armor, announced today that, on April 3, 2006, it received a notice from the American Stock Exchange (AMEX) that the Company was not in compliance with the continued listing standards under Sections 134 and 1101 of the AMEX Company Guide due to the Company's previously announced failure to timely file its Annual Report on Form 10-K for the fiscal year ended December 31, 2005 with the Securities and Exchange Commission. The receipt of the notice will not result in the immediate delisting of the Company's common stock from the AMEX. The Company intends to provide a timely response to the AMEX notice and to take other action to return to compliance with the AMEX continued listing standards. As previously announced, the Company intends to file its Annual Report on Form 10-K as soon as practicable and is working diligently to do so. However, there can be no assurance that the Company will be able to take all of the actions necessary to return to compliance with the AMEX continued listing standards. ABOUT DHB INDUSTRIES INCORPORATED DHB Industries Inc.'s Armor Group is in the protective body armor industry. Its highly recognized subsidiaries, Point Blank Body Armor Inc. (WWW.POINTBLANKARMOR.COM) and Protective Apparel Corporation of America (PACA) (WWW.PACABODYARMOR.COM), are focused on the design, manufacture, and distribution of bullet resistant and protective body armor for military, law enforcement, and corrections in the U.S. and worldwide. DHB Sports Group produces and markets a comprehensive line of athletic supports and braces which are merchandised through national superstore chains as well as through private label distributors. DHB maintains facilities in Westbury, NY, Deerfield Beach, FL, Oakland Park, FL, Pompano Beach, FL, Jacksboro, TN and Arlington, VA. To learn more about DHB Industries Inc., visit the website at (WWW.DHBINDUSTRIES.COM). Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995: The Statements which are not historical facts contained in this press release are forward-looking statements, which are based largely on the Company's expectations and are subject to various business risks and uncertainties, certain of which are beyond the Company's control. Words such as "expects," "anticipates," "targets," "goals," "projects," "intends," "plans," "believes," "seeks," "estimates," variations of such words, and similar expressions are intended to identify such forward-looking statements. These forward-looking statements are only predictions that speak as of the date hereof and are subject to risks, uncertainties and assumptions that are difficult to predict. Therefore, actual results may differ materially and adversely from those expressed in any forward-looking statements. Factors that might cause or contribute to such differences include, but are not limited to, those discussed in our reports on file with the Securities and Exchange Commission. You are cautioned not to place undue reliance on these forward- looking statements that speak only as of the date hereof. We undertake no obligation to revise or update publicly any forward-looking statements to reflect any change in the expectations of our management with regard thereto or any change in events, conditions, or circumstances on which any such statements are based. -----END PRIVACY-ENHANCED MESSAGE-----