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 7, 2006
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GREENMAN TECHNOLOGIES, INC.
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(Exact name of registrant as specified in its charter)
Delaware 1-13776 71-0724248
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
7 Kimball Lane
Building A
Lynnfield, MA 01940
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(Address of principal executive offices, including zip code)
(781) 224-2411
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(Registrant's telephone number, including area code)
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(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:
|_| Written communications pursuant to Rule 425 under the Securities Act
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act
Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule
or Standard; Transfer of Listing
On June 7, 2006, the Registrant received a notice from the American Stock
Exchange (the "Exchange") stating that the Exchange's Listing Qualifications
Panel (the "Panel") has affirmed the Exchange's Listing Qualification
Department's recommendation to delist the Registrant's common stock.
Accordingly, the Exchange intends to suspend trading in the Registrant's common
stock after the close of trading on June 14, 2006 and will proceed with filing
an application with the Securities and Exchange Commission to strike the
Registrant's common stock from listing on the Exchange.
The Panel affirmed that the Registrant is not in compliance with the Exchange's
requirements for continued listing set forth in Section 1003(a)(ii) of the
Exchange's Company Guide, which requires a company to maintain stockholders'
equity in excess of $4,000,000 if it has sustained losses from continuing
operations and/or net losses in three out of its four most recent fiscal years.
The Panel indicated that it does not believe that the steps outlined in the
Registrant's plan to bring itself into compliance with Section 1003(a)(ii),
submitted to the Exchange on March 14, 2006, will enable the Registrant to
regain compliance within the required timeframe.
The Registrant has determined not to make any further appeal of the Panel's
decision, and will attempt to ensure that its common stock is quoted and
eligible for trading on the Over-The-Counter Bulletin Board (the "OTCBB") on or
before June 15, 2006 or as soon as practicable thereafter. No assurance can be
given, however, that the common stock will be quoted on the OTCBB by such date,
or at all. Even if the common stock is quote on the OTCBB, the Registrant
expects that delisting the common stock from the Exchange is will substantially
limit investors' liquidity in the common stock and impair the Registrant's
ability to raise capital.
On June 8, 2006, the Registrant issued a press release to announce the receipt
of the notice from the Exchange.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
Exhibit 99.1 Press release of the Registrant dated June 8, 2006
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.
GREENMAN TECHNOLOGIES, INC.
(Registrant)
By: /s/ Charles E. Coppa
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Charles E. Coppa
Chief Financial Officer
Date: June 13, 2006