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): March 9, 2011
eDiets.com, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 000-30559 | 56-0952883 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
1000 Corporate Drive
Suite 600
Fort Lauderdale, FL 33334
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (954) 360-9022
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 (see General Instruction A.2. below):
| ¨ | 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 March 9, 2011, eDiets.com, Inc. (the “Company”) received a notice from the NASDAQ Listing Qualifications Panel indicating that it has determined to grant the Company’s request for continued listing on NASDAQ Stock Market. The Company’s continued listing on The NASDAQ Capital Market is subject to the condition that, on or before June 28, 2011, the Company must evidence a closing bid price of at least $1.00 per share for a minimum of ten consecutive business days.
The Company is working diligently to regain and sustain compliance with all applicable requirements for continued listing on The NASDAQ Capital Market; however, there can be no assurance that the Company will be able to do so.
A copy of the press release by the Company announcing its receipt of the Panel’s determination is attached hereto as Exhibit 99.1.
| Item 9.01 | Financial Statements and Exhibits |
| (d) | Exhibits |
As described in Item 3.01 of this Current Report on Form 8-K, the following exhibit is furnished as part of this Current Report.
| Exhibit |
Description | |
| 99.1 | Press release issued by eDiets.com, Inc. on March 10, 2011. | |
SIGNATURES
Pursuant to the requirement of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| eDiets.com, Inc. | ||
| By: | /s/ Kevin McGrath | |
| Kevin McGrath | ||
| Chief Executive Officer and President | ||
Date: March 10, 2011
EXHIBIT INDEX
| Exhibit |
Description | |
| 99.1 | Press release issued by eDiets.com, Inc. on March 10, 2011. | |