SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of February 2009
MER TELEMANAGEMENT SOLUTIONS LTD.
(Name of Registrant)
22 Zarhin Street, Ra'anana 43662, Israel
(Address of Principal Executive Office)
Indicate by check mark whether the registrant files or will
file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F [X] Form 40-F [ ]
Indicate by check mark if the registrant is submitting the
Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): [ ]
Indicate by check mark if the registrant is submitting the
Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): [ ]
Indicate by check mark whether by furnishing the information
contained in this Form, the registrant is also thereby furnishing the
information to the Commission pursuant to Rule 12g3-2(b) under the Securities
Exchange Act of 1934.
Yes [ ] No [X]
If "Yes" is marked, indicate below the file number assigned to
the registrant in connection with Rule
12g3-2(b): 82-
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This Form 6-K is being incorporated by reference into the Registrant's Form F-3
Registration Statement File No. 333-128225 and Form S-8 Registration Statements
File Nos. 333-12014 and 333-123321.
MER Telemanagement Solutions Ltd.
6-K Item
1. MTS Announces Receipt of Notice from NASDAQ that it has Regained
Compliance with its Listing Standards
SIGNATURE
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, thereunto duly authorized.
MER TELEMANAGEMENT SOLUTIONS LTD.
(Registrant)
By: /s/ Eytan Bar
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Eytan Bar
Chief Executive Officer
Date: February 5, 2009
Press Release Source: MTS-MER Telemanagement Solutions Ltd
MTS Announces Receipt of Notice from NASDAQ that it has Regained Compliance with
its Listing Standards
RA'ANANA, Israel, February 5, 2009/PRNewswire-FirstCall/ -- MTS - Mer
Telemanagement Solutions Ltd. (Nasdaq: MTSL - News), a global provider of
business support systems (BSS) for comprehensive telecommunication management
and customer care & billing (CC&B) solutions, today announced that on February
3, 2009 it received a letter from NASDAQ that the Staff has determined that the
Company has regained compliance with NASDAQ Marketplace Rule 4350(i)(1)(C)(ii),
that requires the Company to obtain shareholder approval prior to the issuance
of more than 20% of its outstanding shares in connection with the acquisition of
the assets of another company. On December 30, 2008, the Company acquired
substantially all of the asset of AnchorPoint, Inc., for a total of 25% of the
Company's outstanding shares on a post-transaction basis (excluding shares
issued in a private placement in September 2008). As permitted under NASDAQ
Marketplace Rule 4350(a)(1), the Company, a foreign private issuer, elected to
follow its home country practice, which does not require shareholder approval
for such an issuance, instead of Rule 4350(i)(1)(C)(ii). Under NASDAQ
Marketplace IM-4350-6, a foreign private issuer that elects to follow home
country practice instead of a NASDAQ requirement must submit to NASDAQ, in
advance, a written statement from an independent counsel in its home country
certifying that its practices are not prohibited by the home country's laws. The
Company did not timely submit the required attestation to NASDAQ and
subsequently submitted such attestation on January 22, 2009. Accordingly, the
Staff determined that the Company has regained compliance with NASDAQ
Marketplace Rule 4350(i)(1)(C)(ii), subject to the issuance of this public
announcement.
About MTS
Mer Telemanagement Solutions Ltd. is a worldwide provider of innovative
solutions for comprehensive telecommunications expense management (TEM) used by
enterprises, and for business support systems (BSS) used by information and
telecommunication service providers.
Since 1984, MTS Telecommunications' expense management solutions have been used
by thousands of enterprises and organizations to ensure that their
telecommunication services are acquired, provisioned, and invoiced correctly. In
addition, the MTS Application Suite has provided customers with a unified view
of telecommunication usage, proactive budget control, personal call management,
employee cost awareness and more.
MTS's solutions for information and telecommunication service providers are used
worldwide by wireless and wireline service providers for interconnect billing,
partner revenue management and for charging and invoicing their customers. MTS
has pre-configured solutions to support emerging carriers of focused solutions
(e.g. IPTV, VoIP, MVNO) to rapidly install a full-featured and scaleable
solution. MTS's unique technology reduces integration risks and lessens revenue
leakage by using the very same system to manage retail and wholesale business as
well as supporting multiple business units. Total cost of ownership (TCO) is
reduced by providing web-based customer self-care and provisioning.
Headquartered in Israel, MTS markets its solutions through wholly owned
subsidiaries in the United States, Hong Kong, The Netherlands, and Brazil, as
well as through OEM partnerships with Siemens, Phillips, NEC and other vendors.
MTS shares are traded on the NASDAQ Capital Market (symbol MTSL). For more
information please visit the MTS web site: http://www.mtsint.com.
Contacts:
Company:
Alon Mualem
CFO
Tel: +972-9-762-1733
Email: Alon.Mualem@mtsint.com