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
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Date
of Report (Date of earliest event reported): July
10, 2008
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InfoSonics
Corporation
(Exact
name of registrant as specified in its charter)
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Maryland
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010-32217
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33-0599368
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(State
or other jurisdiction of incorporation)
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(Commission
File Number)
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(IRS
Employer Identification No.) |
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4350
Executive Drive, Suite 100, San Diego, CA 92121
(Address
of principal executive offices including zip code)
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Registrant's
telephone number, including area code: (858)-373-1600
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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
July
10, 2008, InfoSonics Corporation, (the “Company”) received a Nasdaq Staff
Deficiency letter indicating that, for the last thirty consecutive business
days, the bid price for the Company’s common stock has closed below the minimum
$1.00 per share requirement for continued listing on The Nasdaq Stock Market
under Nasdaq Marketplace Rule 4450(a)(5). In accordance with Nasdaq Marketplace
Rule 4450(e)(2), the Company has been provided an initial period of 180 calendar
days, or until January 6, 2009, to regain compliance. The letter states that
the
Nasdaq staff will provide written notification that the Company has achieved
compliance with Rule 4450(a)(5) if at any time before January 6, 2009, the
bid
price of the Company’s common stock closes at $1.00 per share or more for a
minimum of ten consecutive business days, although the letter also states that
the Nasdaq staff has discretion to require compliance for a period in excess
of
ten consecutive business days, but generally no more than twenty consecutive
business days, under certain circumstances.
The
Company intends to monitor the bid price of its common stock and consider
available options if its common stock does not trade at a level likely to result
in the Company regaining compliance with Nasdaq’s minimum bid price rule by
January 6, 2009.
If
the
Company does not regain compliance with Rule 4450(a)(5) by January 6, 2009,
the
Nasdaq staff will provide written notification that the Company’s securities
will be delisted. In the event of such a notification, InfoSonics may appeal
the
Staff’s determination to delist its securities, or alternatively InfoSonics may
apply for a transfer of its securities to the Nasdaq Capital Market. There
can
be no assurance the Staff will grant the Company's request for continued listing
nor the application for transfer to the Nasdaq Capital Market. As of today
InfoSonics meets the Nasdaq Capital Market initial inclusion
criteria.
A
copy of
the press release announcing the Company’s receipt of the Nasdaq Staff
Deficiency letter is attached hereto as Exhibit 99.1 and is incorporated by
reference herein.
Item
9.01 Financial Statements and Exhibits.
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Exhibit
No.
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Description
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99.1
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Press
release dated July 11, 2008.
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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.
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InfoSonics
Corporation |
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| Date: July
11, 2008 |
By: |
/s/ Jeffrey
Klausner |
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Jeffrey
Klausner
Chief
Financial Officer
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EXHIBIT
INDEX
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Exhibit
No.
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Description
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99.1
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Press
release dated July 11,
2008
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