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 12, 2007
Stonepath Group, Inc.
(Exact name of registrant as specified in its charter)
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| Delaware
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001-16105
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65-0867684 |
| (State or other jurisdiction
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(Commission
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(IRS Employer |
| of incorporation)
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File Number)
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Identification No.) |
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87 Wall Street
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Seattle, Washington
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98121 |
(Address of Principal Executive Offices)
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(Zip Code) |
Registrant’s telephone number, including area code: (206) 336-5400
(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):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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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. |
(a),(c)
On March 12, 2007, Stonepath Group, Inc., a Delaware corporation (the “Company”) received a
“warning letter” from the American Stock Exchange, LLC (“Amex” or the “Exchange”) indicating that
the Company is not in compliance with certain Amex continued listing standards. Section 3.01 of
the Amex Company Guide (the “Company Guide”), among other things, prohibits the issuance of
additional shares of a listed class of securities until the issuer has applied for and received
approval to list such shares on the Exchange. The Company’s common stock is listed on the Exchange
under the trading symbol “STG.” On February 9, 2007, the Company issued 3,500,000 shares of the
Company’s common stock (the “Shares”) without first applying for and receiving such listing
approval.
On March 12, 2007, the Company submitted the required application to Amex to list the Shares. On
March 15, 2007, pursuant to Sections 402 and 1009(j) of the Company Guide, the Company issued a
press release reporting its receipt of the warning letter. A copy of the press release is attached
hereto as Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits.
(d)
99.1
Press Release dated March 15, 2007