Current Report Filing (8-k)
May 23 2019 - 5:01PM
Edgar (US Regulatory)
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):
May 17, 2019
ATTIS INDUSTRIES INC.
(Exact name of registrant as specified in its
charter)
New York
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001-13984
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13-3832215
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(State or other jurisdiction
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(Commission File Number)
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(IRS Employer
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of incorporation)
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Identification No.)
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12540 Broadwell Road, Suite 2104
Milton, GA 30004
(Address of principal executive offices)
(678) 580-5661
(Registrant’s telephone number, including
area code)
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2
of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by
check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial
accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Securities
registered pursuant to Section 12(b) of the Act:
Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Common Stock, par value $0.025
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ATIS
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The NASDAQ Capital Market
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Warrant to purchase Common Stock
(expiring January 30, 2022)
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ATISW
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The NASDAQ Capital Market
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Item 3.01 Notice of Delisting or Failure
to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
As previously disclosed, on November 26, 2018
Attis Industries Inc. (the “Company”) received a notification letter from Nasdaq indicating that the Company no longer
complied with Nasdaq Listing Rule 5250(c)(1) as a result of the Company’s failure to timely file its Quarterly Report on
Form 10-Q for the quarterly period ended September 30, 2018 (the “Third Quarter Form 10-Q”) with the Securities and
Exchange Commission (the “SEC”), as well as the Company’s failure to timely file its Annual Report on Form 10-K
for the yearly period ended December 31, 2018 (the “Form 10-K”) with the SEC. On May 17, 2019, the Company received
a letter from Nasdaq (the “May Nasdaq Letter”) indicating that the Company no longer complied with Nasdaq Listing Rule
5250(c)(1) as a result of the Company’s failure to timely file its Quarterly Report on Form 10-Q for the quarterly period
ended March 31, 2019. The Company previously submitted a plan to regain compliance with the Nasdaq Listing Rules to Nasdaq in connection
with an earlier notice of non-compliance from Nasdaq. The Company requested an appeal and is scheduled to appear before a Nasdaq
Hearings Panel (the “Panel”) on June 6, 2019. The Panel will consider this matter in rendering a determination
regarding the Company’s continued listing on The Nasdaq Capital Market.
The Company intends to appeal Nasdaq’s
determination and Nasdaq has granted the Company an extended stay of suspension of trading of its securities on The Nasdaq Capital Market through June 6, 2019. The May Nasdaq
Letter has no immediate effect on the listing or trading of the Company’s common stock.
Item 8.01 Other Events.
On May 23, 2019, the Company issued a press
release with regard to the May Nasdaq Letter. The press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.
Item 9.01 Financial Statements and Exhibits.
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.
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ATTIS INDUSTRIES INC.
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Date: May 23, 2019
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By:
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/s/
Jeffrey Cosman
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Name: Jeffrey Cosman
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Title: Chief Executive Officer
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