Unassociated Document
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
_______________________
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Date
of Report
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(Date
of earliest
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event
reported):
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April 6,
2010
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TierOne
Corporation
(Exact
name of registrant as specified in its charter)
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Wisconsin
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000-50015
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04-3638672
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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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1235 “N” Street,
Lincoln, Nebraska 68508
(Address
of principal executive offices, including zip code)
(402)
475-0521
(Registrant’s
telephone number, including area code)
Not
Applicable
(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:
[ ]
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.
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Notice of Delisting or
Failure to Satisfy a Continued Listing Rule or Standard; Transfer of
Listing.
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On April 6, 2010, as expected, TierOne
Corporation (the “Company”) received a letter from The NASDAQ Stock Market
(“NASDAQ”) advising that, because the Company did not file its Form 10-K for the
fiscal year ended December 31, 2009 by the due date, the Company is not in
compliance with the filing requirement under NASDAQ Marketplace Rule
5250(c)(1).
Pursuant to NASDAQ rules, the Company
was required to submit a plan to the NASDAQ staff on how it planned to regain
compliance with NASDAQ’s filing requirement following the Company’s delay in
filing its Form 10-Q for the fiscal quarter ended September 30,
2009. The compliance plan submitted by the Company was subsequently
accepted by NASDAQ. As stipulated in the compliance plan, the
Company will endeavor to make all necessary filings, including the
filing of the 2009 Form 10-K, to become current in its reporting obligations by
April 30, 2010.
The
Company issued a press release announcing its receipt of the letter from
NASDAQ. A copy of the press release is attached hereto as Exhibit
99.1 and is incorporated herein by reference.
Statements
contained in this report which are not historical facts may be forward-looking
statements as that term is defined in the Private Securities Litigation Reform
Act of 1995. Such forward-looking statements are subject to risks and
uncertainties which could cause actual results to differ materially from those
currently anticipated due to a number of factors. Factors which could
result in material variations include, but are not limited to, actions taken by
the regulators with respect to the Bank’s capital position, including with
respect to the execution of the Prompt Corrective Action Directive (“PCA
Directive”) by the Office of Thrift Supervision; inability of the Bank to comply
with the PCA Directive; and the effects of complying with, or the failure to
comply with, the restrictions imposed on the Bank under the prompt corrective
action regulations; any issues that could impact management’s judgment as to the
adequacy of loan loss reserves; any issues related to the restatement of the
Company’s financial statements for the quarter ended June 30, 2009 and
preparation of the financial statements for the quarter ended September 30, 2009
and the fiscal year ended December 31, 2009; further deterioration in the
Company’s loan portfolio; and issues associated with the closing of the
transactions contemplated by the branch purchase agreement with Great Western
Bank. In addition, the Company set forth certain risks in its reports
filed with the Securities and Exchange Commission, including its Annual Report
on Form 10-K for the fiscal year ended December 31, 2008 and current and
periodic reports filed with the Securities and Exchange Commission thereafter,
which could cause actual results to differ from those
projected. These factors should be considered in evaluating the
forward-looking statements and undue reliance should not be placed on such
statements. The Company undertakes no obligation to update these
forward-looking statements to reflect events or circumstances that occur after
the date on which such statements were made.
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Item
9.01.
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Financial Statements
and Exhibits.
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The
following exhibit is attached to this Current Report on Form 8-K:
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99.1
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Press
Release of TierOne Corporation, dated April 9,
2010.
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SIGNATURES
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.
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TIERONE
CORPORATION |
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Date: April
9, 2010
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By:
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/s/
James A. Laphen |
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James
A. Laphen |
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President |
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TIERONE
CORPORATION
Exhibit
Index to Current Report on Form 8-K
Exhibit
Number
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99.1
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Press
Release of TierOne Corporation, dated April 9,
2010.
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