netGuru, Inc. (Nasdaq:NGRU) has remedied its failures to seek or obtain stockholder approval for certain issuances of equity securities and to file a notification form for listing of additional shares for those issuances. On September 8, 2005, netGuru verbally notified Nasdaq pursuant to Nasdaq Marketplace Rule 4350(m) that netGuru intended to file a late notification form pursuant to Nasdaq Marketplace Rule 4310(c)(17)(A) and to seek stockholder approval pursuant to Nasdaq Marketplace Rule 4350(i)(1)(A) for the issuance of 10,000 shares of common stock to a former director for director services rendered and for the issuance of five-year options to purchase up to 5,990 shares of common stock to seven persons for software consulting services rendered. As of September 8, 2005, netGuru entered into option agreement amendments with the software consultants to provide that the options would vest and become exercisable in full immediately following stockholder approval or ratification of the issuance of the options and entered into an agreement with the former director to require that the shares may not be transferred or voted and shall not be entitled to receive any dividends that may be declared unless and until stockholder approval is obtained. On September 12, 2005, September 14, 2005, and September 16, 2005, netGuru submitted to Nasdaq the notification form and other materials, including a letter stating that if netGuru is unable to obtain stockholder approval or ratification of the issuances of equity securities described above, then netGuru will promptly cancel those equity securities and instead provide their holders with other consideration consisting of cash and/or options to purchase shares of common stock that are issued under a plan for which stockholder approval has already been obtained. On September 23, 2005, Nasdaq notified netGuru in writing that subject to compliance with Nasdaq Marketplace Rule 4803(a), Nasdaq staff had determined that netGuru had regained compliance with Nasdaq Marketplace Rules 4350(c)(17)(A) and 4350(i)(1)(A). About netGuru netGuru is an engineering information technology and services company offering engineering analysis and design software, collaborative software solutions, and professional and technical information technology services and support to businesses worldwide. netGuru serves its global markets and clients through offices located in the United States, Europe, Asia, and the Middle East, and through distributors in 40 countries. The Company licenses its engineering software and solutions to more than 19,000 businesses in 100 countries. For more information please visit www.netguru.com. Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995 With the exception of historical or factual information, the matters discussed in this press release, including netGuru's assumption that this press release satisfies Nasdaq Marketplace Rule 4803(a), are forward looking statements that involve risks and uncertainties. Actual future results may differ. Factors that could cause or contribute to such differences in results include, but are not limited to, any further determination Nasdaq may make regarding netGuru's compliance with Nasdaq Marketplace Rules 4350(c)(17)(A) and 4350(i)(1)(A) or other Nasdaq Marketplace Rules and other factors discussed in the "Risk Factors" Section of netGuru's Form 10-KSB for the fiscal year ended March 31, 2005, and other filings made with the U.S. Securities and Exchange Commission.
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