UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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) September 20, 2007
NATIONAL R.V. HOLDINGS, INC.
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(Exact name of registrant as specified in its charter)
Delaware 001-12085 33-0371079
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(State or other jurisdiction (Commission File No.) (I.R.S. Employer
of incorporation) Identification No.)
100 West Sinclair Street
Perris, California 92571
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(Address of principal executive offices and zip code)
Registrant's telephone number, including area code: (951) 436-3000
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 September 20, 2007, National R.V. Holdings, Inc. (the "Company") was notified
by NYSE Regulation, Inc. ("NYSE Regulation") that the Company has fallen below
the continued listing standards of NYSE Arca, Inc. ("NYSE Arca") relating to
minimum share price and minimum market value. Specifically, NYSE Regulation
concluded that the Company is longer in compliance with NYSE Arca Equities Rule
5.5(b)(2), which requires the Company to maintain an average closing price of at
least $1.00 per share in each consecutive 30 trading-day period, and NYSE Arca
Equities Rule 5.5(b)(1), which requires the Company to maintain a market value
of publicly held shares of at least $5,000,000.
In accordance with the continued listing criteria set forth by the NYSE Arca,
the Company intends to present materials to the NYSE Arca by early October,
demonstrating how it intends to remedy the listing deficiencies. The NYSE Arca
will review and evaluate the materials after they are submitted. If the
materials are accepted, the Company will have up to six months to comply with
the minimum price requirement. If a shareholders approval action is sought, then
the Company will need to implement this action as soon as possible. There can be
no assurances that the NYSE Arca will accept the materials, or if the Company
will be able to achieve compliance with the NYSE Arca's continued listing
criteria through its implementation of its planned actions.
A copy of the press release issued by the Company related to the notification
from NYSE Regulation is furnished as Exhibit 99.1 hereto.
ITEM 9.01(D). FINANCIAL STATEMENTS AND EXHIBITS
99.1 Press Release of National R.V. Holdings, Inc. dated September 26, 2007.
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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, thereto duly authorized.
NATIONAL R.V. HOLDINGS, INC.
By: /s/ Thomas J. Martini
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Thomas J. Martini
Chief Financial Officer
Date: September 26, 2007
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