Cenuco, Inc. 8-K 8-22-2005
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 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): August 22, 2005
CENUCO,
INC.
(Exact
Name of Registrant as Specified in Charter)
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Delaware
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033-25900
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75-2228820
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(State
or Other Jurisdiction
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(Commission
File
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(IRS
Employer
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of
Incorporation)
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Number)
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Identification
No.)
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2000
Lenox Drive, Suite 202, Lawrenceville, New Jersey 08648
(Address
of Principal Executive Offices) (Zip Code)
609-219-0930
(Registrant’s
Telephone Number, including Area Code)
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:
¨
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Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425)
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¨
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
¨
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR
140.14d-2(b))
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¨
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR
240.13e-4(c))
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__________________
Item
3.01
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Notice
of Delisting or Failure to Satisfy a Continued Listing Rule or Standard;
Transfer of Listing
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(a) On
August
22, 2005, Cenuco, Inc. (the “Company”) received notice from the American Stock
Exchange (“Amex”) indicating that it is not in compliance with certain Amex
continued listing standards. Specifically, the Company is not in compliance
with
Sections 134 and 1101 of the Amex Company Guide in that the Company has failed
to file the financial statements in connection with Item 9.01 of its Current
Report on Form 8-K filed on May 26, 2005 and completion of its Quarterly Report
on Form 10-Q for the period ended May 28, 2005. The Company issued a press
release on August 26, 2005 explaining that the delay in filing the financial
statements is a result of the scope of audit work related to a three-month
period from March 1 through May 28, 2003 that is currently being reviewed by
the
Company’s newly appointed independent public auditors. Significant additional
time and effort has been required to obtain and analyze this historic
information which had never previously been audited. A copy of that press
release is attached hereto at Exhibit 99.1.
In
response to the Amex notice the Company intends to submit a plan to Amex setting
forth the actions it has taken or intends to take to bring the Company back
into
compliance with the continued listing standards. The Company’s independent
auditors continue to work on the required review and the Company expects to
regain compliance by filing the applicable financial statements as soon as
the
review has been completed.
Item
9.01
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Financial
Statements and Exhibits
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(c) Exhibits
Number
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Description
of Exhibit
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99.1*
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Press
release dated August 26, 2005 announcing filing
delays
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________________________
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*
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Filed
electronically herewith
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SIGNATURE
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.
Date:
August 26, 2005
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CENUCO,
INC.
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By:
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/s/
Brian J. Geiger
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Brian
J. Geiger
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Chief
Financial Officer
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