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EX-99.1 - EXHIBIT 99.1 - MGT CAPITAL INVESTMENTS, INC.v300846_ex99-1.htm

 

 

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) January 31, 2012 (January 26, 2012)

  

 

  

MGT Capital Investments, Inc.

 (Exact Name of Registrant as Specified in Its Charter)

 

 

  

Delaware   0-26886   13-4148725
(State or Other Jurisdiction of Incorporation)   (Commission File Number)   (IRS Employer Identification No.)

 

500 Mamaroneck Avenue – Suite 204

Harrison, NY  10528

 (Address of principal executive offices, including zip code)

 

914-630-7430

(Registrant’s Telephone Number, Including Area Code) 

 

 

 

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 January 26, 2012, MGT Capital Investments, Inc. (the “Company”) was informed by NYSE Amex LLC (the “Exchange”) that the Exchange had accepted the Company’s plan of compliance (the “Plan”) with respect to previously disclosed non-compliance with Section 704 of the listing standards of the Exchange’s Company Guide, for failure to hold an annual meeting of its stockholders during 2011 for the fiscal year ended December 31, 2010.  The Exchange accepted the Company’s Plan with a targeted date of compliance of July 3, 2012 (the “Plan Completion Date”). The Company will be subject to periodic review by Exchange staff during the extension period. Failure to make progress consistent with the Plan or to regain compliance with the continued listing standards by the end of the extension period could result in the Company being delisted from the Exchange.

 

The Company issued a press release (attached as Exhibit 99.1 hereto and incorporated herein by reference) on January 31, 2012 disclosing the Exchange’s acceptance of the Plan and Plan Completion Date.

 

Item 9.01.   Financial Statements and Exhibits.

 

(a)  Financial Statements of Businesses Acquired

 

Not applicable.

 

(b)  Pro forma Financial Information

 

Not applicable.

 

(c)  Shell Company Transactions

 

Not applicable.

 

(d)  Exhibit

 

Exhibit    
No.   Description
99.1   Press Release dated January 31, 2012 entitled “MGT Capital Investments, Inc.: NYSE AMEX LLC Accepts Plan of Compliance Related to Lack of Shareholder Meeting in 2011.”

  

 
 

 

 

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.

 

Dated: January 31, 2012 MGT CAPITAL INVESTMENTS, INC.
     
  By:  /s/ Robert Ladd  
    Name: Robert Ladd
    Title: Interim President and CEO