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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
Date of Report (Date of earliest event reported): December 1, 2005
ARADIGM CORPORATION
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(Exact name of registrant as specified in its charter)
California 0-28402 94-3133088
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
3929 Point Eden Way
Hayward, CA 94545
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(Address of principal executive offices including zip code)
Registrant's telephone number, including area code (510) 265-9000
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(Former name or former address, if changed since last report.)
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))
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ITEM 3.01: NOTICE OF DELISTING OR FAILURE TO SATISFY A CONTINUED LISTING RULE OR
STANDARD; TRANSFER OF LISTING
On November 29, 2005, Aradigm Corporation (the "Company") received a notice from
The Nasdaq Stock Market ("Nasdaq") indicating that for the last 30 consecutive
business days, the bid price of the Company's common stock has closed below the
$1.00 minimum bid price required for continued listing by Marketplace Rule
4450(a)(5) (the "Rule). The notice states that the Company will be provided 180
calendar days, or until May 30, 2006, to regain compliance with the Rule. The
notice further states that if the Company is not in compliance with the Rule by
May 30, 2006, the Nasdaq staff will provide the Company written notification
that its securities will be delisted, and at that time the Company may appeal
the staff's determination to a Listings Qualifications Panel.
The Company has not yet determined what action, if any, it will take in response
to this notice, although the Company intends to monitor the closing bid price of
its common stock and to consider available options if its common stock does not
trade at a level likely to regain compliance with the Rule. A copy of the
Company's press release announcing receipt of the notice is attached hereto as
Exhibit 99.1 and is incorporated herein by reference.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.
99.1 Press Release, dated December 1, 2005.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Company has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
ARADIGM CORPORATION
Dated: December 1, 2005 By: /s/ THOMAS C. CHESTERMAN
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Thomas C. Chesterman
Title: Senior Vice President and
Chief Financial Officer
(Principal Financial and
Accounting Officer)
INDEX TO EXHIBITS
EXHIBIT
NUMBER DESCRIPTION
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99.1 Press Release, dated December 1, 2005