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):
November 21, 2002 (November 19, 2002)
clickNsettle.com, Inc.
(Exact Name of Registrant as Specified in Charter)
Delaware 0-21419 25-2753988
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(State or Other Jurisdiction (Commission File Number) (I.R.S. Employer
of Incorporation) Identification No.)
1010 Northern Boulevard
Great Neck, New York 11021
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (516) 829-4343
Index to Current Report on Form 8-K
of clickNsettle.com, Inc.
November 21, 2002
Item Page
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Item 5. Other Events 3
Signatures 4
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Item 5. Other Events.
On November 19, 2002, clickNsettle.com, Inc. ("the Company") received a letter
from Nasdaq Listing Qualifications ("Nasdaq Staff") indicating that the Company
is not in compliance with Marketplace Rule 4310(c)(2)(B), which requires the
Company to have a minimum of $2,500,000 in stockholders' equity (new requirement
effective November 1, 2002) or a market value of listed securities of
$35,000,000 or $500,000 of net income from continuing operations for the most
recently completed fiscal year or two of the three most recently completed
fiscal years.
Nasdaq Staff is therefore reviewing the Company's eligibility for continued
listing on The Nasdaq SmallCap Market and has requested that the Company provide
to them its specific plan to achieve and sustain compliance with all Nasdaq
SmallCap Market listing requirements on or before December 4, 2002. If, after
the conclusion of their review, Nasdaq Staff determines that the Company's plan
does not adequately address the issues noted, Nasdaq Staff will provide written
notification that the Company's securities will be delisted. At that time, the
Company may appeal Nasdaq's determination to a Listing Qualifications Panel. The
Company is in the process of evaluating its options on how to proceed. However,
there can be no assurance the Panel will grant the Company's request for
continued listing.
Previously, on September 25, 2002, the Company received a letter from the Nasdaq
Staff that its common stock had failed to maintain a minimum market value of
publicly held shares of $1,000,000. As a result, the Company has been provided
90 calendar days, or until December 24, 2002, to regain compliance.
Additionally, on November 6, 2002, the Company received a letter from the Nasdaq
Staff that its common stock had failed to maintain a minimum bid price of $1.00
over the previous 30 consecutive trading days. As a result, the Company has been
provided 180 calendar days, or until May 5, 2003, to regain compliance.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report on Form 8-K to be signed on its behalf by
the undersigned, hereunto duly authorized.
clickNsettle.com, Inc.
By: /s/ Roy Israel
Name: Roy Israel
Title: Chief Executive Officer and President
By: /s/ Patricia Giuliani-Rheaume
Name: Patricia Giuliani-Rheaume
Title: Chief Financial Officer and Vice President
Date: November 21, 2002
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