================================================================================
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 28, 2004
INGLES MARKETS, INCORPORATED
(Exact name of registrant as specified in its charter)
NORTH CAROLINA 0-14706 56-0846267
(State or other jurisdiction (Commission IRS Employer
of incorporation) File Number) Identification No.)
P.O. Box 6676, Asheville, NC 28816
(Address of Principal
Executive Offices)
(828) 669-2941
(Registrant's telephone number, including area code)
None
(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 obligations 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))
================================================================================
Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing
Rule or Standard; Transfer of Listing.
On December 28, 2004, Ingles Markets, Incorporated (the "Company") received a
notice from the staff of The Nasdaq Stock Market indicating that the Company is
not in compliance with Nasdaq's requirement for the continued listing of the
Company's securities on The Nasdaq Stock Market due to the failure to timely
file its Form 10-K for the period ended September 25, 2004, as required under
Marketplace Rule 4310(c)(14). Receipt of the notice does not result in immediate
delisting of the Company's securities, although Nasdaq stated that unless the
Company requests a hearing on Nasdaq's delisting notice, the Company's
securities will be delisted from The Nasdaq Stock Market at the opening of
business on January 6, 2005. As of the opening of business on December 30, 2004,
an "E" will be appended to the end of the Company's trading symbol for its
securities. Therefore, commencing December 30, 2004, the trading symbol for the
Company's Class A Common Stock will be changed from "IMKTA" to "IMKTE".
The Company expects to make a timely request for a hearing with the Nasdaq
Listing Qualifications Panel on this matter which will stay the delisting
pending the hearing and a determination by the Nasdaq Listing Qualifications
Panel. There can be no assurance that the Panel will grant the Company's request
for continued listing.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits.
99.1 Copy of press release issued by Ingles Markets, Incorporated on
December 29, 2004.
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.
INGLES MARKETS, INCORPORATED
Date: December 29, 2004 By: /s/ Brenda S. Tudor
----------------------------------
Brenda S. Tudor
Vice President-Finance and Chief
Financial Officer