Unassociated Document
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): May 21, 2010
FREDERICK’S OF HOLLYWOOD
GROUP INC.
(Exact
Name of Registrant as Specified in Charter)
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New
York
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1-5893
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13-5651322
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(State
or Other Jurisdiction
of
Incorporation)
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(Commission
File
Number)
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(IRS
Employer
Identification
No.)
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1115
Broadway, New York, New York
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10010
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(Address
of Principal Executive Offices)
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(Zip
Code)
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Registrant’s
telephone number, including area
code: (212)
798-4700
Not
Applicable
(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):
¨ 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))
On May 21, 2010, Frederick’s of
Hollywood Group Inc. (“Company”) received written notification from the NYSE
Amex (the “Exchange”) that the Company has regained compliance with the
Exchange’s continued listing standards, specifically with its minimum
shareholders’ equity requirements.
As previously disclosed, the Company
received a notice from the Exchange on April 15, 2010 stating that, based on the
Company’s shareholders’ deficit as reported in its Form 10-Q for the quarterly
period ended January 23, 2010, the Company was not in compliance with Sections
1003(a)(i) and (ii) of the Exchange’s Company Guide, having less than $2 million
and $4 million of shareholders’ equity while sustaining losses from continuing
operations and net losses in two out of its three most recent fiscal years, and
net losses in three out of its four most recent fiscal years,
respectively.
Since the Company was able to regain
compliance with the Exchange’s continued listing standards almost simultaneously
with the date on which its compliance plan was due to the Exchange, a compliance
plan was never submitted and the Exchange is no longer requiring the Company to
submit one. However, the Exchange will continue to monitor the
Company’s compliance with the continued listing standards for two consecutive
quarters to end on October 30, 2010 and if the Company is able to demonstrate
ongoing compliance during that time, the Exchange will deem the compliance plan
period over. If the Company cannot continue to demonstrate compliance
over the next two quarters, the compliance plan period will remain open and the
Exchange will evaluate whether it is appropriate to offer the Company the
opportunity to submit a plan addressing how it then intends to regain
compliance.
On May 24, 2010, the Company issued a
press release announcing the receipt of the Exchange’s compliance
notice. A copy of this press release is furnished as Exhibit 99.1
hereto and is incorporated by reference herein.
Item
9.01 Financial Statements,
Pro Forma Financial
Information and Exhibits.
(c) Exhibits:
99.1 Press
release dated May 24, 2010.
SIGNATURE
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.
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FREDERICK’S OF HOLLYWOOD
GROUP INC. |
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Dated: May 26,
2010
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By:
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/s/ Thomas
Rende |
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Thomas
Rende |
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Chief
Financial Officer |
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(Principal
Financial and Accounting Officer) |
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