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
Date of Report (date of earliest event reported): November 16, 2007
Innovex, Inc.
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(Exact name of Registrant as Specified in its Charter)
Minnesota
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(State Or Other Jurisdiction Of Incorporation)
000-13143 41-1223933
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(Commission File Number) (I.R.S. Employer Identification No.)
3033 Campus Drive, Suite E180
Plymouth, MN 55441
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(Address Of Principal Executive Offices) (Zip Code)
(763) 383-4000
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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. below):
|_| 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))
Items under Sections 1, 2, 4, and 6-8 are not applicable and therefore omitted.
ITEM 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing
Rule or Standard; Transfer of Listing
On November 21, 2007, Innovex, Inc. (the "Company") received a Staff
Deficiency Letter from The Nasdaq Stock Market which stated that for the last 30
consecutive business days the bid price of the Company's common stock has closed
below the minimum $1.00 per share required for continued inclusion on the Nasdaq
Global Market. Therefore, the Company was not in compliance with Marketplace
Rule 4450(a)(5). The Company has 180 days, or until May 19, 2008, to regain
compliance. If, at anytime before May 19, 2008, 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, the staff of The Nasdaq Stock Market will provide written
notification that it has achieved compliance with this Marketplace Rule. The
Nasdaq Staff Deficiency Letter has no effect on the listing of the Company's
common stock at this time.
As required by the Nasdaq Staff Deficiency Letter, the Company issued a
press release on November 21, 2007 relating to the letter and the non-compliance
with the Marketplace Rule described therein. A copy of the press release is
attached hereto as Exhibit 99.1.
ITEM 5.02 Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
On November 16, 2007, the Company entered into an Amendment No. 1 to
its employment agreement (the "Amendment") with Keith Foerster, Innovex's Senior
Vice President, Development and Sales. Under the Amendment, Mr. Foerster's
employment will end one year from November 16, 2007 unless either he or the
Company terminates his employment sooner. During this time, he will continue to
assist the Company in the transition of its corporate office to Thailand. There
will be no change in Mr. Foerster's annual base compensation.
Under the Amendment, if Mr. Foerster's employment is terminated by the
Company or by Mr. Foerster for any reason other than Good Cause, the Company
will continue to pay his base salary and the employer share of group health and
dental premiums for 365 days from the termination date, provided the 365 day
period will be reduced by one day for each day after the date of the Amendment
that Mr. Foerster continues as an employee of the Company. Additionally, if Mr.
Foerster's employment is terminated without Good Cause or he resigns for Good
Reason following a Change in Control, he will receive immediate 100% vesting of
any unvested stock options, in addition to the salary continuation and employer
share of insurance premiums described above. If Mr. Foerster's termination is
for Good Cause, his base salary and benefits will be paid only through his
termination date. Capitalized terms not otherwise defined in this Current Report
on Form 8-K have the meaning ascribed to them in the Amendment, a copy of which
is attached hereto as Exhibit 10.1.
ITEM 9.01 Financial Statements And Exhibits.
Exhibit No. Description
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10.1 Amendment No. 1 to Employment Agreement by and between
Innovex, Inc. and Keith Foerster dated November 16, 2007
99.1 Press Release dated November 21, 2007 issued by Innovex, Inc.
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, thereunto duly authorized.
INNOVEX, INC.
By: /s/ Douglas W. Keller
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Douglas W. Keller
Vice President, Finance
Date: November 21, 2007