form8k.htm
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
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FORM
8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(d) OF
THE
SECURITIES EXCHANGE ACT OF 1934
Date
of Report: October 20, 2008
(Date
of earliest event reported)
SYNERGX
SYSTEMS INC.
(Exact
name of registrant as specified in its charter)
Delaware
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11-2941299
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(State or
other jurisdiction of incorporation)
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(I.R.S.
Employer Identification No. or organization)
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209 Lafayette Drive, Syosset,
New York
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11791
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(Address of
principal executive offices)
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(Zip
code)
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Issuer's
telephone number: (516)
433-4700
Not
Applicable
(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.
On
October 20, 2008, Synergx Systems Inc. (the “Company”) received notification
that NASDAQ has suspended for a three-month period, effective October 16, 2008,
the enforcement of the rules requiring a minimum $1 closing bid price or a
minimum market value of publicly held shares. NASDAQ has said that it will not
take any action to delist any security for these concerns during the suspension.
NASDAQ has stated that, given the current extraordinary market conditions, this
suspension will remain in effect through Friday, January 16, 2009 and will be
reinstated on Monday, January 19, 2009.
As
previously reported on April 21, 2008, the Company received a letter (the
“Letter”) from NASDAQ notifying the Company that for the last 30 consecutive
days, the bid price of the Company’s common stock had closed below the minimum
$1.00 per share requirement for continued inclusion under Marketplace Rule
4310(c)(4) (the “Rule”). The Company had been originally been required to regain
compliance with the Rule by October 20, 2008. As a result of the
three-month suspension by NASDAQ, the Company now has until January 22, 2009 to
regain compliance with the Rule.
If, at
any time before January 22, 2009, the bid price of the Company’s common stock
closes at $1.00 per share for a minimum of 10 consecutive business days, then
NASDAQ will provide the Company with written notification that it has complied
with the Rule. If compliance with the Rule cannot be demonstrated by
January 22, 2009, then NASDAQ will decide whether the Company meets NASDAQ’s
listing criteria set forth in Marketplace Rule 4310(c), except for the bid price
requirement. The Letter states that, if the Company meets these criteria, then
the Company will be granted an additional 180 calendar day compliance period. If
the Company is not granted an additional 180 calendar period, then NASDAQ will
provide written notification that the Company’s securities will be
delisted.
Management
and the Board of Directors will consider available strategies in order to
satisfy the minimum bid price requirement.
Item
9.01.
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Financial
Statements and Exhibits.
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(d)
Exhibits
Exhibit
No.
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Description
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99.1
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Press
Release issued by Synergx Systems Inc. and dated October 22,
2008
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Pursuant
to the requirements of Section 13 or 15(d) of the Securities Exchange Act of
1934, the Company has duly caused this Report to be signed on its behalf by the
undersigned, thereunto duly authorized.
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SYNERGX
SYSTEMS INC. |
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(Registrant) |
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Dated:
October 22, 2008
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By:
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/s/ JOHN
A. POSERINA |
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John
A. Poserina, |
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Chief
Financial Officer, Treasurer, Secretary, |
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Vice
President and Director |
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(Principal
Accounting and Financial Officer) |
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EXHIBIT
INDEX
Exhibit
No.
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Description
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99.1
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Press
Release issued by Synergx Systems Inc. and dated October 22,
2008
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4