UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
_______________________________
FORM
8-K/A
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES
EXCHANGE ACT OF 1934
Date of
report (Date of earliest event reported): April 1,
2010
Senesco
Technologies, Inc.
(Exact
Name of Registrant as Specified in Charter)
|
Delaware
|
001-31326
|
84-1368850
|
|
(State
or Other Jurisdiction
of
Incorporation)
|
(Commission
File Number)
|
(IRS
Employer Identification No.)
|
|
303
George Street, Suite 420, New Brunswick, New Jersey
|
08901
|
|
(Address
of Principal Executive Offices)
|
(Zip
Code)
|
|
(732)
296-8400
|
|
(Registrant's
telephone number,
including
area code)
|
|
Not
applicable
(Former
Name or Former Address, if Changed Since Last Report)
|
Check the
appropriate box below if the Form 8-K is intended to simultaneously satisfy
the filing obligation of the registrant under any of the following
provisions:
o Written
communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425).
o Soliciting
material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12).
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR 240.14d-2(b)).
o 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 April
1, 2010, Senesco Technologies, Inc. (the “Company”) received a notice from the
NYSE Amex LLC (“NYSE”) providing notification that, the Company does not meet
one of the NYSE’s continued listing standards as set forth in Part 10 of the
NYSE company guide and the Company has therefore become subject to the
procedures and requirements of Section 1009 of the NYSE company
guide. Specifically, the Company is not in compliance with Section
704 of the NYSE company guide in that it failed to hold its annual meeting of
stockholders during the year ended December 31, 2009.
To maintain an NYSE listing, the
Company must submit a plan by April 15, 2010 advising the NYSE of action it has
taken, or will take that would bring the Company into compliance with the
continued listing standards by July 1, 2010. We are taking steps to prepare and
submit such a plan to the NYSE on or before April 15, 2010.
The Listings Qualifications Department
of the NYSE will evaluate the Company’s plan and determine whether it reasonably
demonstrates the Company’s ability to regain compliance with the continued
listing standards by July 1, 2010. If the NYSE accepts the Company’s plan, the
Company may be able to continue its listing during the plan period provided that
the Company demonstrates progress consistent with its plan and complies with
other applicable NYSE listing qualifications. If the Company fails to submit a
satisfactory plan or fails to demonstrate progress consistent with the plan
accepted by the NYSE, the NYSE may initiate delisting procedures. During the
plan period the Company will be subject to periodic review to determine whether
the Company is making progress consistent with the plan.
Item
9.01 Financial Statements
and Exhibits.
(d)
Exhibits.
|
Exhibit No.
|
Description
|
|
|
99.1
|
Press
Release, dated April 8, 2010 relating to the receipt of the NYSE
notification.
|
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.
|
SENESCO
TECHNOLOGIES, INC.
|
|||
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Dated:
April 8, 2010
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By:
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/s/ Jack Van Hulst | |
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Name:
Jack Van Hulst
|
|||
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Title:
President and Chief Executive
Officer
|
|||
|
Company
Contact:
|
Investor Relations
Contact:
|
|
Senesco Technologies,
Inc.
|
FD
|
|
Jack Van
Hulst
|
Brian
Ritchie
|
|
Chief Executive
Officer
|
(brian.ritchie@fd.com)
|
|
(jvanhulst@senesco.com)
|
(212)
850-5683
|
|
(732)
296-8400
|
SENESCO
TECHNOLOGIES RECEIVES NOTICE OF NON COMPLIANCE FROM NYSE AMEX
NEW BRUNSWICK, N.J. (April 8, 2010) – Senesco
Technologies, Inc. (the “Company”) (NYSE Amex: SNT) has received a notice
from the NYSE Amex LLC (“NYSE”) providing notification that, the Company does
not meet one of the NYSE’s continued listing standards as set forth in Part 10
of the NYSE company guide and the Company has therefore become subject to the
procedures and requirements of Section 1009 of the NYSE company
guide. Specifically, the Company is not in compliance with Section
704 of the NYSE company guide in that it failed to hold an annual meeting of it
stockholders during the year ended December 31, 2009.
To
maintain an NYSE listing, Senesco must submit a plan by April 15, 2010 advising
the NYSE of action it has taken, or will take, that would bring Senesco into
compliance with the continued listing standards by July 1, 2010. The Company is
taking steps to prepare and submit such a plan to the NYSE on or before April
15, 2010.
As
previously disclosed, the Company recently executed a financing and must seek
stockholder approval of certain aspects of the financing. Therefore,
the Company anticipates that it will simultaneously hold its annual meeting at
the same time it holds a meeting to seek stockholder approval of certain aspects
of the financing. The Company expects to file a proxy statement,
which will include the information on its annual meeting, in the near
future.
The
Listings Qualifications Department of the NYSE will evaluate Senesco’s plan and
determine whether it reasonably demonstrates the Company’s ability to regain
compliance with the continued listing standards by July 1, 2010. If the NYSE
accepts Senesco’s plan, the Company may be able to continue its listing during
the plan period, provided that Senesco demonstrates progress consistent with its
plan and complies with other applicable NYSE listing qualifications. If the
Company fails to submit a satisfactory plan or fails to demonstrate progress
consistent with the plan accepted by the NYSE, the NYSE may initiate delisting
procedures. During the plan period Senesco will be subject to periodic review to
determine whether it is achieving progress consistent with the
plan.
About
Senesco Technologies, Inc.
Senesco
Technologies, Inc. is a U.S. biotechnology company, headquartered in New
Brunswick, NJ. Senesco has initiated preclinical research to trigger or
delay cell death in mammals (apoptosis) to determine if the technology is
applicable in human medicine. Accelerating apoptosis may have applications
to development of cancer treatments. Delaying apoptosis may have
applications to certain inflammatory and ischemic diseases. Senesco takes
its name from the scientific term for the aging of plant cells:
senescence. Delaying cell breakdown in plants extends freshness after
harvesting, while increasing crop yields, plant size and resistance to
environmental stress. The Company believes that its technology can be used
to develop superior strains of crops without any modification other than
delaying natural plant senescence. Senesco has partnered with leading-edge
companies engaged in agricultural biotechnology and earns research and
development fees for applying its gene-regulating platform technology to enhance
its partners’ products.
Certain statements included in this
press release are forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995. Actual results could differ
materially from such statements expressed or implied herein as a result of a
variety of factors, including, but not limited to: the ability of the Company to
consummate additional financings; the development of the Company’s gene
technology; the approval of the Company’s patent applications; the successful
implementation of the Company’s research and development programs and joint
ventures; the success of
the Company's license agreements; the acceptance by the market of the
Company’s products; success of the Company’s preliminary studies and preclinical
research; competition and the timing of projects and trends in future operating
performance, the Company’s ability to comply with the continued listing
standards of the AMEX, as well as other factors expressed from time to time in
the Company’s periodic filings with the Securities and Exchange Commission (the
"SEC"). As a result, this press
release should be read in conjunction with the Company’s periodic filings with
the SEC. The forward-looking statements contained herein are made
only as of the date of this press release, and the Company undertakes no
obligation to publicly update such forward-looking statements to reflect
subsequent events or circumstances.
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