Unassociated Document
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 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 5,
2010
AltiGen
Communications, Inc.
(Exact
name of registrant as specified in its charter)
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Delaware
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000-27427
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94-3204299
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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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410
East Plumeria Drive
San
Jose, CA
(Address
of principal executive offices, including zip code)
(408)
597-9000
(Registrant’s
telephone number, including area code)
N/A
(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 (see General Instruction A.2. below):
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))
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Item
3.01.
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Notice
of Delisting or Failure to Satisfy a Continued Listing Rule or Standard;
Transfer of Listing.
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On
February 23, 2010, the Board of Directors of AltiGen Communications, Inc. (the
“Company”) unanimously
approved a plan to voluntarily delist its common stock from the NASDAQ Capital
Market and to move its common stock listing to the OTCQX over-the-counter
market. The Company expects its common stock will continue to trade
on OTCQX under its current symbol “ATGN,” so long as market makers demonstrate
an interest in trading in the common stock and it meets the other requirements
for such trading.
The
Company informed the NASDAQ Capital Market on March 5, 2010 of its intention to
delist and to file a Form 25 with the United States Securities and Exchange
Commission (“SEC”) on or
about March 15, 2010, which the Company expects to become effective ten (10)
days thereafter. The last day of trading of the Company’s common
stock on the NASDAQ Capital Market will be on March 15, 2010, and the Company
anticipates trading of its common stock to commence on OTCQX on March 16,
2010.
The
Company anticipates deregistering its common stock with the SEC and suspending
its reporting obligations under the Exchange Act of 1934, as amended (the “Exchange Act”). In
the mean time, the Company intends to continue to fulfill its reporting
obligations under the Exchange Act and report on current developments, quarterly
and annual financial results and other items as required for listing on the
OTCQX over-the-counter market.
On March
5, 2010, the Company issued a press release with further information regarding
the decision to delist its common stock. A copy of that press release
is furnished as Exhibit 99.1 to this report, and is incorporated herein by
reference in its entirety.
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Item
9.01.
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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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AltiGen
Communications, Inc. Press Release issued March 5,
2010.
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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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ALTIGEN
COMMUNICATIONS, INC.
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By:
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/s/ Philip
M. McDermott |
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Philip
M. McDermott |
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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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AltiGen
Communications, Inc. Press Release issued March 5,
2010.
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