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July 9, 2014
09:07 EDTBODYBody Central delists from NASDAQ, moves to OTC Market
Body Central announced that trading of the company's common stock on the NASDAQ Stock Market will be suspended prior to the opening of trading. The company anticipates that its common stock will be immediately eligible for quotation on the OTC Pink Marketplace at the opening of trading under the same symbol. The OTC Pink Marketplace is a market tier operated by OTC Markets Group Inc. for over-the-counter traded companies. As previously disclosed, under the NASDAQ Marketplace Rules, the company was required to obtain stockholder approval, prior to closing, for the issuance of $18M private placement of subordinated secured convertible notes, which was consummated on June 27. However, in order to preserve the financial viability of the company, it was necessary to consummate the Notes transaction before stockholder approval could be obtained. As a result, the company determined to voluntarily delist from the NASDAQ Stock Market. The transition to the OTC Pink Marketplace will not change the company's obligation to file periodic and other reports with the SEC under applicable federal securities laws, and Body Central's shareholders remain owners of the common stock.
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