SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Act of 1934
Date of Report (Date of earliest event reported): December 22, 2005
FONAR CORPORATION
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(Exact name of registrant as specified in its charter)
Delaware 0-10248 11-2464137
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(State or other (Commission File (I.R.S. Employer
jurisdiction of Number) Identification No.)
incorporation)
110 Marcus Drive
Melville, New York 11747
(631) 694-2929
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(Address, including zip code, and telephone number
of registrant's principal executive office)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligagtion of the registrant under any of the
following provisions:
[ ] 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))
Item 3.01(a) Notice of Delisting or Failure to Satisfy a Continued Listing Rule
or Standard; Transfer of Listing.
FONAR Corporation (NASDAQ: FONR), announced today that it received written
notification from The Nasdaq Stock Market on December 22, 2005 that the bid
price of its common stock for the last 30 consecutive trading days had closed
below the minimum $1.00 per share required for continued listing under Nasdaq
Marketplace Rule 4310(c)(4) (the "Rule"). Pursuant to Nasdaq Marketplace
Rule 4310(c)(8)(D), the Company has been provided an initial period of 180
calendar days, or until June 20, 2006, to regain compliance. The notice states
the Nasdaq staff (the "Staff") will provide written notification that the
Company has achieved compliance with the Rule if at any time before June 20,
2006 the bid price of the Company's common stock closes at $1.00 per share or
more for a minimum of 10 consecutive business days.
If the Company cannot demonstrate compliance with the Rule by June 20, 2006, the
Staff will determine whether the Company meets the Nasdaq Capital Market initial
listing criteria as set forth in Marketplace Rule 4310(c), except for the bid
price requirement. If the Company meets the initial listing criteria, the Staff
will notify the Company that it has been granted an additional 180 calendar days
compliance period. FONAR currently complies with the requirements for initial
listing on the The Nasdaq Capital Market, except for the $1.00 minimum closing
bid price. If the Company is not eligible for an additional compliance period,
the Staff will provide written notice that the Company's securities will be
delisted. At that time, the Company may appeal the Staff's determination to
delist its securities to a Listing Qualifications Panel.
Exhibits
99. Press Release dated December 23, 2005
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
FONAR CORPORATION
(Registrant)
By: /s/ Raymond Damadian
Raymond Damadian
President and Chairman
Dated: December 23, 2005