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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) March 20, 2008

 

SPAR Group, Inc.


(Exact Name of Registrant as Specified in Charter)

 

 

Delaware
(State or Other Jurisdiction of Incorporation)

 

0-27824  
(Commission
File No.)

 

33-0684451
(IRS Employer Identification No.)

 

 

555 White Plains Road, Suite 250, Tarrytown, New York

10591

(Address of Principal Executive Offices)

(Zip Code)

 

 

Registrant’s telephone number, including area code: (914) 332-4100

 

 

 

 


(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:

 

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 8.01 Other Information

 

SPAR Group, Inc. (the “Corporation”) previously reported in its Current Report on Form 8-K filed on November 28, 2007 that it had received notices of non-compliance with certain standards for continued listing on the Nasdaq Capital Market (“Nasdaq”) on November 21, 2007, and November 26, 2007, from the staff of the Listing Qualifications Department of The NASDAQ Stock Market (the “Nasdaq Staff”).

 

The Corporation received separate notifications from The NASDAQ Stock Market indicating the company has evidenced compliance for continued listing on The NASDAQ Capital Market. The Nasdaq Staff has determined that based on the company’s February 25, 2008 8-K filing, the Corporation is in compliance with Market Rule 43109(c)(3)(A), requiring a minimum of $2,500,000 in stockholders’ equity or $35,000,000 market value of listed securities or $500,000 net income from continuing operations for the most recently completed fiscal year. Furthermore, the closing bid price of the Corporation’s common stock has traded at $1.00 per share or greater for at least 10 consecutive business days. Accordingly, the Nasdaq Staff advised the Corporation that it has regained compliance with Marketplace Rule 4310(c)(4) and this matter is now closed.

 

The Corporation must still provide evidence of its compliance with NASDAQ’s stockholders’ equity requirement in its next periodic report filing for continued listing. In the event the Corporation does not satisfy such requirement, its securities will be subject to delisting. The Corporation expects to satisfy such stockholders’ equity requirement for its filing of Form 10-K for the year ended December 31, 2007, due on or before March 31, 2008 and will work diligently to continue to remain in compliance in future reporting periods.

 

On March 13, 2008 the Corporation issued the press release attached to this Current Report on Form 8-K (the “Report”) as Exhibit 99.1 reporting on these notifications, which press release is incorporated herein by reference.

 

Item 9.01.

Financial Statements and Exhibits.

 

(d)

Exhibits:

 

 

99.1

Press Release of the Registrant dated March 13, 2008

 

 

 


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 thereunto duly authorized.

 

 

 

SPAR GROUP, INC.
      
       

Date:

March 20, 2008

By:

/s/ James R. Segreto

James R. Segreto

Chief Financial Officer, Secretary and Treasurer
 

 

 

 

 


EXHIBIT INDEX

 

 

Exhibit
Number

Description

 

 

 

99.1

Press Release of the Registrant dated March 13, 2008.

 

 

Exhibit 99.1

 

CONTACTS:  

James R. Segreto

Chief Financial Officer

SPAR Group, Inc.

(914) 332-4100

  

Roger Pondel/Judy Lin Sfetcu

PondelWilkinson Inc.

(310) 279-5980

 
 

SPAR GROUP REGAINS COMPLIANCE WITH NASDAQ

LISTING REQUIREMENTS

 

TARRYTOWN, NY — March 13, 2008 SPAR Group, Inc. (NASDAQ:SGRP) today announced it has received separate notifications from The NASDAQ Stock Market indicating the company has evidenced full compliance for continued listing on The NASDAQ Global Market.

NASDAQ has determined that based on the company’s February 25, 2008 8-K filing, SPAR Group is in compliance with the Market Rule 43109(c)(3)(A), to have a minimum of $2,500,000 in stockholders’ equity or $35,000,000 market value of listed securities or $500,000 net income from continuing operations for the most recently completed fiscal year.

Furthermore, the closing bid price of SPAR Group’s common stock has traded at $1.00 per share or greater for at least 10 consecutive business days. Accordingly, NASDAQ advised the company that it has regained compliance with Marketplace Rule 4310(c)(4) and this matter is now closed.

The company must still provide evidence of its compliance with NASDAQ’s stockholders’ equity requirement in its next periodic report filing for continued listing. In the event the company does not satisfy such requirement, its securities will be subject to delisting. The company expects to satisfy such stockholders’ equity requirement for its filing of Form 10-K for the year ended December 31, 2007, due on or before March 31, 2008 and said it will work diligently to continue to remain in compliance in future reporting periods.

 

 


SPAR Group

2-2-2

 

 

About SPAR Group

SPAR Group, Inc. is a diversified international marketing services company, providing a broad array of services to help companies improve their sales, operating efficiency and profits at retail worldwide. The company provides in-store merchandising, in-store event staffing, RFID and other technology, as well as research, to manufacturers and retailers covering all product classifications and all classes of trade, including mass market, drug store, convenience store and grocery chains, throughout the United States and internationally.

 

Certain statements in this news release are forward-looking, including, but not limited to, the selection and or potential success or effect of corrective measures the company may take to gain compliance with NASDAQ’S listing requirements. There can be no assurance that any such measures will be successful or effective. The company’s actual results, performance and trends could differ materially from those indicated or implied by such requirements or statements as a result of various factors, including (without limitation) availability and terms of additional equity (if any) ,increased earnings, the continued strengthening of SPAR Group’s selling and marketing functions, continued customer satisfaction and contract renewal, new product development, continued availability of capable dedicated personnel, continued cost management,the success of its international efforts, success and availability of acquisitions, availability of financing and other factors, as well as by factors applicable to most companies such as general economic, competitive and other business and civil conditions. Information regarding certain of these and other factors that could affect future results, performance or trends are discussed in SPAR Group’s annual report on Form 10-K as amended, quarterly reports on Form 10-Q, and other filings made with the Securities and Exchange Commission from time to time.

 

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