Business Context and Reporting Period
This Form 6-K filing by GRAVITY Co., Ltd. (NasdaqGM: GRVY) covers the month of May 2009, with the report dated May 21, 2009. Gravity is a South Korea-based developer and publisher of online games, with its principal product, Ragnarok Online, commercially offered in 39 countries and markets.
Key Financial Metrics
The filing text does not provide specific values for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on corporate governance and listing compliance matters rather than financial performance.
Material Changes
The material change disclosed is the receipt of a Nasdaq Staff Deficiency Letter dated May 15, 2009. The Company is currently not in compliance with Nasdaq Listing Rule 5605(c)(2)(A) regarding audit committee composition. This non-compliance stems from the appointment of a non-independent director to the audit committee in August 2008 following the resignation of an independent director. The Company is not eligible for the standard cure period.
Guidance, Outlook, and Risks
- Compliance Plan: Nasdaq has requested a specific plan and timetable to achieve compliance to determine eligibility for continued listing.
- Management Action: The Company intends to comply and expects to regain compliance by appointing a new independent director to its audit committee.
- Timeline: The appointment is scheduled to follow the Company's Extraordinary General Meeting of Shareholders on June 12, 2009 (Seoul Time).
- Risks: Failure to regain compliance could jeopardize the Company's continued listing on The Nasdaq Stock Market.
Investor Verification Checklist
- Verify the outcome of the Extraordinary General Meeting of Shareholders scheduled for June 12, 2009.
- Confirm the appointment of a new independent director to the audit committee.
- Monitor subsequent Nasdaq communications regarding the Company's continued listing status.
- Review prior filings (specifically the April 1, 2009 Form 6-K) for historical context on the audit committee composition issue.