SAN DIEGO -- Overland Storage, Inc. , today reported that it received a Nasdaq Staff Deficiency Letter, dated October 1, 2008, providing notification that, for the last 30 consecutive business days, the bid price of Overland's common stock has closed below the minimum $1.00 per share requirement for continued inclusion on the Nasdaq Global Market pursuant to Marketplace Rule 4450(a)(5). The letter further stated that the Company is provided 180 calendar days, or until March 30, 2009, to regain compliance. If, at any time before March 30, 2009, the bid price of Overland's common stock closes at $1.00 per share or more for a minimum of 10 consecutive business days, the Nasdaq Staff will provide written notification to Overland indicating that it complies with Rule 4450(a)(5).
If Overland does not comply with Rule 4450(a)(5) by March 30, 2009, Overland may be eligible to have the listing of its shares transferred to the Nasdaq Capital Market, if on such date Overland meets the initial listing requirements for the Nasdaq Capital Market, other than the minimum bid price. If Overland were eligible to and determined to transfer its listing to the Nasdaq Capital Market, Overland would have an additional period of 180 days to regain compliance with the minimum bid price requirement for a period of at least 10 consecutive business days. Alternatively, Overland could appeal a delisting determination to a Nasdaq Listing Qualifications Panel and thereby attempt to retain its listing on the Nasdaq Global Market.
On October 1, 2008, Overland filed with the Securities and Exchange Commission ("SEC") a preliminary proxy statement on Schedule 14A for Overland's annual meeting of shareholders scheduled for December 9, 2008, which preliminary proxy statement includes a proposal to authorize the Board of Directors, in its discretion, to effect a reverse stock split of Overland's common stock at a specific ratio, ranging from one-for-two to one-for-ten, to be determined by the Board of Directors. The Board of Directors believes that by reducing the number of shares of common stock outstanding through a reverse stock split, the per share price of the common stock will, upon such reduction, proportionately increase, permitting Overland to regain compliance with the requirement that its common stock have a minimum bid price of $1.00 to remain listed on the Nasdaq Global Market. There is no assurance however that the shareholders will approve such proposal, or that if they do, implementation of a reverse stock split will succeed in achieving and maintaining the required $1.00 minimum bid price, or that Overland will continue to meet the other applicable Nasdaq continued listing requirements.
Overland Storage Inc.