SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 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): October 29,
2007
Bimini
Capital Management, Inc.
(Exact
Name of Registrant as Specified in Charter)
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Maryland
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001-32171
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72-1571637
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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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3305
Flamingo Drive, Vero Beach, Florida 32963
(Address
of Principal Executive Offices) (Zip Code)
Registrant’s
telephone number, including area code (772)
231-1400
N/A
(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:
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¨
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Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425)
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¨
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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¨
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR
240.14d-2(b))
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¨
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR
240.13e-4(c))
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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
October 29, 2007, NYSE Regulation, Inc. notified Bimini Capital Management,
Inc.
(the “Company”) that, because the Company’s average global market capitalization
over a consecutive thirty trading day period has fallen below the NYSE’s minimum
quantitative continued listing criteria for REITs of $25 million, trading in
the
Company’s Class A common stock on the NYSE will be suspended prior to the market
opening on Monday, November 5, 2007, pending de-listing. The Company
has applied to list its Class A common stock on another national securities
market, however, no assurance can be given that the Company’s Class A common
stock will be approved for listing on such national securities
market. Until such time that the Company’s Class A common stock is
approved for listing on another national securities market, the Company
anticipates that the Company’s Class A common stock will trade on the OTC
Bulletin Board. Details with respect to trading in the Company’s
Class A common stock beginning Monday, November 5, 2007, are expected to be
released on or before Friday, November 2, 2007.
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ITEM
7.01.
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REGULATION
FD DISCLOSURE
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On
October 29, 2007, the Company issued the press release attached hereto as
Exhibit 99.1. The information furnished under this “Item 7.01
Regulation FD Disclosure,” including the exhibits related hereto, shall not be
deemed “filed” for purposes of Section 18 of the Securities Exchange Act of
1934, nor shall it be deemed incorporated by reference in any disclosure
document of the Company, except as shall be expressly set forth by specific
reference in such document.
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ITEM
9.01.
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EXHIBITS.
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(d)
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Exhibits
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Exhibit
99.1 – Press Release of Bimini Capital Management, Inc. dated October 29,
2007
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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Date:
October 29, 2007
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BIMINI
CAPITAL MANAGEMENT, INC.
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By:
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/s/
Jeffrey J. Zimmer
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Jeffrey
J. Zimmer
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Chairman,
President and Chief Executive
Officer
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Exhibit
No.
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99.1
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Press
Release of Bimini Capital Management, Inc. dated October 29,
2007
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Exhibit
99.1
[Bimini
Capital Management Logo]
BIMINI
CAPITAL MANAGEMENT
CLASS
A COMMON STOCK TO TRADE OVER THE COUNTER
VERO
BEACH, FL (October 29, 2007)— Bimini Capital Management, Inc.
(NYSE:BMN) (“Bimini Capital” or the “Company”), a real estate investment trust
(“REIT”), today announced that it has been notified by NYSE Regulation, Inc.
that, because the Company’s average global market capitalization over a
consecutive thirty trading day period has fallen below the NYSE’s minimum
quantitative continued listing criteria for REITs of $25 million, trading in
the
Company’s Class A common stock on the NYSE will be suspended prior to the market
opening on Monday, November 5, 2007, pending de-listing. The Company
has applied to list its Class A common stock on another national securities
market, however, no assurance can be given that the Company’s Class A common
stock will be approved for listing on such national securities
market. Until such time that the Company’s Class A common stock is
approved for listing on another national securities market, the Company
anticipates that the Company’s Class A common stock will trade on the OTC
Bulletin Board. Details with respect to trading in the Company’s
Class A common stock beginning Monday, November 5, 2007, are expected to be
released on or before Friday, November 2, 2007.
About
Bimini Capital Management
Bimini
Capital Management, Inc. is a REIT that invests primarily in, but is not limited
to, residential mortgage-related securities issued by the Federal National
Mortgage Association (Fannie Mae), the Federal Home Loan Mortgage Corporation
(Freddie Mac) and the Government National Mortgage Association (Ginnie
Mae). Its objective is to earn returns on the spread between the
yield on its assets and its costs, including the interest expense on the funds
it borrows.
Statements
herein relating to matters that are not historical facts are forward-looking
statements as defined in the Private Securities Litigation Reform Act of 1995.
The reader is cautioned that such forward-looking statements are based on
information available at the time and on management's good faith belief with
respect to future events, and are subject to risks and uncertainties that could
cause actual performance or results to differ materially from those expressed
in
such forward-looking statements. Important factors that could cause such
differences are described in Bimini Capital Management, Inc.'s filings with
the
Securities and Exchange Commission, including Bimini Capital Management, Inc.'s
most recent Annual Report on Form 10-K or Quarterly Report on Form
10-Q. Bimini Capital Management, Inc. assumes no obligation to update
forward-looking statements to reflect subsequent results, changes in assumptions
or changes in other factors affecting forward-looking
statements.
Contact: Robert
E. Cauley
Chief
Financial Officer
(772)
231-1400
HUwww.biminicapital.comU
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