form8knasdaqnotice62408.htm
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): June 24, 2008
ATHEROGENICS,
INC.
(Exact
Name of Registrant as Specified in its Charter)
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Georgia
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0-31261
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58-2108232
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(State
or other jurisdiction
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(Commission
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(I.R.S.
Employer
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of
incorporation)
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File
Number)
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Identification
Number)
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8995
Westside Parkway
Alpharetta,
GA 30004
(Address
of principal executive offices)
Registrant's
telephone number, including area code (678) 336-2500
_________________
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))
Item
3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or
Standard; Transfer of Listing.
AtheroGenics, Inc. (the “Company”)
announced on January 2, 2008 that it had received a NASDAQ Staff Deficiency
Letter on December 26, 2007 stating that the Company failed to comply with the
Minimum Bid Price requirement for continued listing set forth in Marketplace
Rule 4450(b)(4) (the “Rule”) because for 30 consecutive business days the bid
price of the Company’s common stock had closed below the $1.00 bid
requirement. In accordance with NASDAQ Marketplace Rule 4450(e)(2),
the Company was provided with 180 calendar days, or until June 23, 2008, to
regain compliance with the Rule.
The Company did not regain compliance
with the Rule by June 23, 2008, and, accordingly, on June 24, 2008, the Company
received written notification from NASDAQ (the “Staff Determination”) that the
Company’s common stock would be subject to delisting as a result of the
deficiency unless the Company requested a hearing before a NASDAQ Listing
Qualifications Panel (the “NASDAQ Panel”). The Company will request a
hearing before the NASDAQ Panel to address the bid price deficiency, which will
stay any action with respect to the Staff Determination until the NASDAQ Panel
renders a decision subsequent to the hearing. There can be no
assurance that the NASDAQ Panel will grant the Company’s request for continued
listing.
A copy of
the press release dated June 30, 2008 is attached hereto as Exhibit 99.1 and is
incorporated herein by reference.
Item
9.01. Financial Statements and Exhibits.
The
following exhibit is filed as part of this current report on Form
8-K.
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Exhibit
No.
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Description
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99.1
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—
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Press
Release dated June 30, 2008
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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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ATHEROGENICS,
INC.
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Date: June
30, 2008
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/s/MARK
P. COLONNESE
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Mark
P. Colonnese
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Executive
Vice President, Commercial Operations
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and
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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—
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Press
Release dated June 30, 2008
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