-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Uau/ZAFc3foTu3JolWdHV1Vjj7L+ECE2DxSY61+6tWTvj8AkwQiIF1KDf6KicYxx CBDgEhnmrKNHbSOfBrvGtQ== 0001096906-10-000797.txt : 20100617 0001096906-10-000797.hdr.sgml : 20100617 20100617103244 ACCESSION NUMBER: 0001096906-10-000797 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20100616 ITEM INFORMATION: Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20100617 DATE AS OF CHANGE: 20100617 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DYNATRONICS CORP CENTRAL INDEX KEY: 0000720875 STANDARD INDUSTRIAL CLASSIFICATION: ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS [3845] IRS NUMBER: 870398434 STATE OF INCORPORATION: UT FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-12697 FILM NUMBER: 10902227 BUSINESS ADDRESS: STREET 1: 7030 PARK CENTRE DRIVE STREET 2: BLDG D CITY: SALT LAKE CITY STATE: UT ZIP: 84121 BUSINESS PHONE: 8015687000 MAIL ADDRESS: STREET 1: 7030 PARK CENTER DR CITY: SALT LAKE CITY STATE: UT ZIP: 84121 FORMER COMPANY: FORMER CONFORMED NAME: DYNATRONICS LASER CORP DATE OF NAME CHANGE: 19920703 8-K 1 dynatronics8k.txt ================================================================================ 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 16, 2010 DYNATRONICS CORPORATION (Exact name of registrant as specified in its charter) Utah 0-12697 87-0398434 - -------------------------------------------------------------------------------- (State or Other Jurisdiction Commission File Number (IRS Employer of Incorporation) Identification Number) 7030 Park Centre Dr., Salt Lake City, Utah 84121 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (801) 568-7000 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 (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)) 1 Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing On June 16, 2010, Dynatronics Corporation (the "Company") received a notice from The Nasdaq Stock Market ("Nasdaq") stating that the minimum bid price of the Company's common stock has been below $1.00 per share for 30 consecutive business days and that the Company was therefore not in compliance with the minimum bid price requirement for continued listing set forth in Marketplace Rule 5550(a)(2). Nasdaq stated in its letter that, in accordance with Marketplace Rule 5810(c)(3)(A), the Company has been provided an initial grace period of 180 calendar days, or until December 13, 2010, to regain compliance with the minimum bid requirement. The letter also states that if at any time before December 13, 2010, the bid price of the Company's common stock closes at $1.00 per share or more for a minimum of 10 consecutive business days, the Nasdaq staff will provide written notification that the Company has achieved compliance with the minimum bid requirement. At the close of the grace period, if the Company has not regained compliance, it may be eligible for an additional grace period of 180 days, if it meets the initial listing standards, with the exception of bid price, for The Nasdaq Capital Market. If it is not eligible for an additional grace period, the Company will receive notification that its securities are subject to delisting, and it may then appeal the delisting determination to a Nasdaq Hearings Panel. The Company intends to actively monitor the bid price for its common stock between now and December 13, 2010, and will consider available options to resolve the deficiency and regain compliance with the Nasdaq minimum bid price requirement but has not yet determined to take any other action in response to the notice. On June 17, 2010, the Company issued a press release announcing the receipt of the notice from Nasdaq. A copy of the press release is attached to this current report as Exhibit 99.1 and is incorporated herein by reference. Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description - ---------- ----------------------------------------------------------------- 99.1 Press release dated June 17, 2010. 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. DYNATRONICS CORPORATION By: /s/ Kelvyn H. Cullimore, Jr. -------------------------------- Kelvyn H. Cullimore, Jr. Chairman and President Date: June 17, 2010 2 - -------------------------------------------------------------------------------- EX-99.1 2 dynatronics8kexh99.txt ================================================================================ Exhibit 99.1 ------------ NEWS RELEASE - ------------ Contact: Bob Cardon, Dynatronics Corp. 800-874-6251, or 801-568-7000 Dynatronics Receives NASDAQ Minimum Bid Price Deficiency Letter --------------------------------------------------------------- Salt Lake City, Utah (June 17, 2010) - Dynatronics Corporation (NASDAQ: DYNT) today announced that the company has received a letter from NASDAQ stating that for the last 30 consecutive business days, the bid price of its common stock has closed below the minimum $1.00 per share requirement for continued inclusion under NASDAQ's Marketplace Rules. As a result, the company will be given 180 calendar days, or until December 13, 2010, to regain compliance. If, at anytime before December 13, 2010, the bid price of the common stock closes at $1.00 per share or more for a minimum of 10 consecutive business days, NASDAQ will provide written notification that compliance has been regained. Dynatronics' management believes that it can regain compliance with NASDAQ's minimum bid requirement. "Despite our positive growth in sales and profits over the past six quarters, we have been negatively affected by the recent volatility in the stock market that has pushed our stock price below the $1.00 minimum bid price requirement," stated Kelvyn H. Cullimore Jr., chairman and president of Dynatronics. "While there is little we can do about market volatility, we can focus our efforts on the things we can control, such as accelerating the rate of improvement in operations and profitability. "The recently announced 445% increase in pre-tax profits for the nine-months ended March 31, 2010 is reflective of our enhanced marketing efforts and strategic reductions in expenses," continued Cullimore. "There are indications economic conditions are improving as evidenced by a strengthening trend in sales of capital equipment. Capital equipment sales in this quarter thus far are continuing the upward trend we saw start in the previous quarter. In addition, the relationships we are building with large chains of clinics and hospitals, national accounts and group purchasing organizations (GPOs), are expected to increase profitability and help move us forward in a positive direction, regardless of market volatility." Dynatronics manufactures, markets and distributes advanced-technology medical devices, orthopedic soft goods and supplies, treatment tables and rehabilitation equipment for the physical therapy, sports medicine, chiropractic, podiatry, plastic surgery, dermatology and other related medical, cosmetic and aesthetic markets. More information regarding Dynatronics is available at www.dynatronics.com. This press release contains forward-looking statements. Those statements include references to the company's expectations and similar statements. Actual results may vary from the views expressed in the forward-looking statements contained in this release. The development and sale of the company's products are subject to a number of risks and uncertainties, including, but not limited to, changes in the regulatory environment, competitive factors, inventory risks due to shifts in market demand, market demand for the company's products, availability of financing at cost effective rates, and the risk factors listed from time to time in the company's SEC reports including, but not limited to, the report on Form 10-K for the year ended June 30, 2009, and its subsequent quarterly reports on Form 10-Q. - -------------------------------------------------------------------------------- -----END PRIVACY-ENHANCED MESSAGE-----