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):
October 16, 2014
SUTOR TECHNOLOGY GROUP LIMITED |
(Exact name
of registrant as specified in its charter)
Nevada |
001-33959 |
87-0578370 |
(State of Incorporation) |
(Commission File No.) |
(IRS Employer ID No.) |
No. 8, Huaye Road
Dongbang Industrial Park
Changshu, China 215534
(Address of Principal Executive Offices)
(86) 512-52680988
Registrant’s Telephone Number, Including
Area Code:
(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.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)) |
| Item 3.01 | Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of
Listing. |
On October 16, 2014, Sutor Technology Group
Limited (the “Company”) received notice from the Listing Qualifications Department of The NASDAQ Stock Market indicating
that, due to the Company’s failure to timely file its annual report on Form 10-K for the fiscal year ended June 30, 2014
(the “Annual Report”), it no longer complies with the NASDAQ Listing Rule 5250(c)(1). The notification letter states
that the Company has 60 calendar days, or until December 15, 2014, to submit a plan to regain compliance and if NASDAQ accept
the plan, NASDAQ may grant the Company up to 180 calendar days from the filing due date of the Annual Report, or until April 13,
2015, to regain compliance. If NASDAQ does not accept the Company’s plan, then the Company will have the opportunity to appeal
that decision to a NASDAQ Hearings Panel. The Company expects to submit a plan to regain compliance within the timeline prescribed
by NASDAQ.
On October 20, 2014, the Company issued
a press release announcing the receipt of the notice from NASDAQ. A copy of the press release is attached hereto as Exhibit 99.1
and is incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
Exhibit |
Description |
99.1 |
Press release dated October 20, 2014. |
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.
Sutor Technology Group Limited
Date: October 20, 2014
/s/ Zhuo Wang
Chief Executive Officer
EXHIBIT INDEX
Exhibit |
Description |
99.1 |
Press release dated October 20, 2014. |
Exhibit 99.1
Sutor Technology
Group Limited Receives NASDAQ Non-Compliance Letter Due To Delay In Filing Annual Report on Form 10-K
CHANGSHU, China, Oct.
20, 2014 /PRNewswire-FirstCall/ -- Sutor Technology Group Limited (the "Company" or "Sutor") (SUTR), a leading
provider of fine finished steel products and services used by steel fabricators and other applications in a variety of industries,
today announced that it received a letter from the Listing Qualifications Department of The NASDAQ Stock Market, on October 16,
2014 (the "Letter"), informing the Company that it no longer complies with the Nasdaq requirements for continued listing
set forth in Nasdaq Listing Rule 5250(c)(1), which requires the timely filing of periodic reports. The non-compliance cited in
the letter was the result of the Company's failure to timely file its Annual Report on Form 10-K for the fiscal year ended on June
30, 2014 (the "10-K").
The Letter states in
part that the Nasdaq Staff has afforded the Company the opportunity to submit a plan prior to December 15, 2014 that addresses
the details of the Company's plan to regain compliance with the Nasdaq Listing Rules. The Nasdaq Listing Rules provide that the
Staff can grant the Company an exception of up to 180 calendar days from the filing's due date, or until April 13, 2015 to regain
compliance if Nasdaq accepts the Company's plan of compliance.
The Letter advises
that in determining whether to accept the Company's plan, the Nasdaq Staff will consider such things as the likelihood that the
10-K, along with any subsequent periodic filing that will be due, can be made within the 180 day period, the Company's past compliance
history, the reasons for the late filing of the 10-K, other corporate events that may occur within the review period, the Company's
overall financial condition, and the Company's public disclosures.
The Company plans to
present its plan of compliance to Nasdaq as soon as practicable. However, there is no assurance that the compliance plan will be
accepted by the Nasdaq Staff. If the Company's plan of compliance is not accepted, the Company would have the opportunity to appeal
that decision to a Hearings Panel.
About Sutor Technology
Group Limited
Sutor is one of the
leading China-based manufacturers and distributors of high-end fine finished steel products used by a variety of downstream applications.
The Company utilizes a variety of in-house developed processes and technologies to convert steel manufactured by third parties
into fine finished steel products, including hot-dip galvanized steel, pre-painted galvanized steel, acid-pickled steel, cold-rolled
steel and welded steel pipe products. To learn more about the Company, please visit http://www.sutorcn.com/en/index.php.
Forward-Looking Statements
This press release
includes certain statements that are not descriptions of historical facts, but are forward-looking statements in nature within
the meaning of the Private Securities Litigation Reform Act of 1995. You are cautioned that any such forward-looking statements
are not guarantees of future performance and that a number of risks and uncertainties could cause our actual results to differ
materially from those anticipated, expressed or implied in the forward-looking statements. These risks and uncertainties include,
but not limited to, the factors mentioned in the "Risk Factors" section of our Annual Report on Form 10-K for the fiscal
year ended June 30, 2013, and other risks mentioned in our other reports filed with the Securities and Exchange Commission ("SEC").
Copies of filings made with the SEC are available through the SEC's electronic data gathering analysis retrieval system (EDGAR)
at http://www.sec.gov. The words "believe," "expect," "anticipate," "project," "targets,"
"optimistic," "intend," "aim," "will" or similar expressions are intended to identify forward-looking
statements. All statements other than statements of historical fact are statements that could be deemed forward-looking statements.
The Company assumes no obligation and does not intend to update any forward-looking statements, except as required by law.
For more information, please contact:
Investor Relations
Sutor Technology Group Limited
Tel: +86-512-5268-0988
Email: investor_relations@sutorcn.com
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