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
May
14, 2007
Date
of Report (Date of earliest event reported)
EMCORE
CORPORATION
Exact
Name of Registrant as Specified in its Charter
|
New
Jersey
|
0-22175
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22-2746503
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State
of Incorporation
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Commission
File Number
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IRS
Employer Identification Number
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10420
Research Road, SE, Albuquerque, New Mexico 87123
Address
of principal executive offices, including zip code
(505)
332-5000
Registrant's
telephone number, including area code
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:
|
o
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Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425)
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o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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o
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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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o
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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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ITEM
3.01
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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
May
14, 2007, EMCORE Corporation (the “Company”) received a NASDAQ Staff
Determination letter stating that the Company is not in compliance with the
filing requirements for continued listing set forth in NASDAQ Marketplace
Rule
4310(c)(14) and that its common stock is subject to delisting from the NASDAQ
Stock Market. The notice, which the Company expected, was issued as a result
of
the Company’s failure to file its report on Form 10-Q for the fiscal quarter
ended March 31, 2007 with the Securities and Exchange Commission by the required
deadline. The Company had previously filed a Form 12b-25 with the SEC indicating
that the Company would be unable to file its Form 10-Q by the original filing
deadline of May 10, 2007 due to the Company’s ongoing review of its prior stock
option grants.
As
previously disclosed, on May 10, 2007, the NASDAQ Listing Qualifications
Panel
granted the Company continued listing on the NASDAQ Stock Market subject
to
certain conditions, including that the Company file its Form 10-K for the
fiscal
year ended September 30, 2006, and its Form 10-Q for the quarter ended December
31, 2006 and all required restatements with the SEC by no later than June
18,
2007. While the Company is making every effort to satisfy the terms of the
extension, it can provide no assurances that it will ultimately be able to
do
so. If the Company is unable to file the required Forms 10-K and 10-Q with
the
SEC by June 18, 2007, the Company intends to seek from the NASDAQ Listing
and
Hearing Review Council an extension of time to maintain its listing on the
NASDAQ Stock Market and a stay of any suspension of trading.
The
Company plans to file its Form 10-K for the year ended September 30, 2006,
its
Form 10-Q for the quarter ended December 31, 2006 and its Form 10-Q for the
quarter ended March 31, 2007 as soon as reasonably practicable.
A
copy of
the press release announcing the receipt of this letter is attached hereto
as
Exhibit 99.1 and is incorporated herein by reference.
ITEM
9.01 Financial
Statements and Exhibits.
(d) Exhibits
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Exhibit
Number
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Description
|
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99.1
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Press
release, dated May 16, 2007, issued by EMCORE Corporation.
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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 hereunto
duly authorized.
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|
EMCORE
CORPORATION
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Dated:
May 16, 2007
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By: /s/
Adam Gushard
Name:
Adam Gushard
Title:
Interim Chief Financial Officer
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EXHIBIT
INDEX
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Exhibit
Number
|
Description
|
|
99.1
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Press
release, dated May 16, 2007, issued by EMCORE Corporation.
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