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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
September 29, 2010
Date of report (Date of earliest event reported)
Wireless Ronin Technologies, Inc.
(Exact name of registrant as specified in its charter)
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Minnesota
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1-33169
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41-1967918
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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5929 Baker Road, Suite 475
Minnetonka, Minnesota 55345
(Address of principal executive offices, including zip code)
(952) 564-3500
(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 (see General Instruction A.2):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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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 240.14d-2(b))
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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 NOTICE OF DELISTING OR FAILURE TO SATISFY A CONTINUED LISTING RULE OR STANDARD; TRANSFER OF LISTING.
(d) On September 29, 2010, Wireless Ronin Technologies, Inc. (the "Company") received a letter from the NASDAQ Stock Market ("NASDAQ") approving the Company's application to transfer the listing of its common stock from the NASDAQ Global Market to the NASDAQ Capital Market. The Company previously reported that it received a correspondence letter from NASDAQ notifying the Company that it did not comply with NASDAQ Marketplace Listing Rule 5450(b)(1)(A), which requires a minimum of $10,000,000 in stockholders’ equity for listing on the NASDAQ Global Market. The Company voluntarily filed its transfer application on September 27, 2010. The Company's common stock will be transferred to the NASDAQ Capital Market at the opening of the ma
rket on October 4, 2010, and will continue to be traded under the symbol "RNIN".
On September 30, 2010, the Company issued a press release announcing the transfer of its common stock to the NASDAQ Capital Market. A copy of the press release is attached as Exhibit 99 hereto and is incorporated by reference in response to this Item 3.01(d).
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(d) See “Exhibit Index.”
EXHIBIT INDEX
Exhibit
Number Description
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99
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Press release dated September 30, 2010.
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EXHIBIT 99
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Wireless Ronin Technologies, Inc. Common Stock to
Commence Trading on NASDAQ Capital Market
MINNEAPOLIS – September 30, 2010 – Wireless Ronin Technologies, Inc. (NASDAQ: RNIN), a Minneapolis-based digital signage provider, today announced that the NASDAQ Stock Market has approved the Company’s application to transfer the listing of its common stock from the NASDAQ Global Market to the NASDAQ Capital Market. The Company’s common stock will commence trading on the NASDAQ Capital Market on October 4, 2010. It will continue to trade under the symbol “RNIN”.
The NASDAQ Capital Market is one of the three markets for NASDAQ-listed stocks and operates in the same manner as the NASDAQ Global Market. Companies with securities listed on the NASDAQ Capital Market must meet certain financial requirements and adhere to NASDAQ’s corporate governance standards. Trading in the Company’s common stock will be unaffected by the transfer to the NASDAQ Capital Market.
About Wireless Ronin Technologies, Inc.
Wireless Ronin Technologies (www.wirelessronin.com) has developed RoninCast® as a complete solution designed to address the evolving digital signage marketplace. RoninCast® software enables clients to manage digital signage networks from one central location and provides turnkey solutions in the digital signage marketplace. The RoninCast® software suite facilitates customized distribution with network management, playlist creation and scheduling, and database integration. Wireless Ronin offers an array of services to support RoninCast® software including consulting, creative development, project management, installation, and training.
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Investor Contact
Darin P. McAreavey, vice president, chief financial officer
dmcareavey@wirelessronin.com
952.564.3525
Media Contact
Erin E. Flor, manager of communications and investor relations
eflor@wirelessronin.com
952.564.3535
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