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
February
13, 2007
Date
of Report (Date of earliest event reported)
EMCORE
CORPORATION
Exact
Name of Registrant as Specified in its Charter
|
New
Jersey
|
0-22175
|
22-2746503
|
|
State
of Incorporation
|
Commission
File Number
|
IRS
Employer Identification Number
|
145
Belmont Drive, Somerset, New Jersey, 08873
Address
of principal executive offices, including zip code
(732)
271-9090
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
|
Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425)
|
|
o
|
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
|
o
|
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR
240.14d-2(b))
|
|
o
|
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR
240.13e-4(c))
|
ITEM
3.01 Notice
of Delisting or Failure to Satisfy a Continued Listing Rule or Standard;
Transfer of Listing.
On
February 13, 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 December 31, 2006 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 February 9, 2006 due to the Company’s ongoing review
of its prior stock option grants.
The
Company attended a hearing before the NASDAQ Listing Qualifications Panel
on
February 15, 2007 to review both the Staff Determination letter received
by the
Company on December 18, 2006 as a result of the Company's inability to file
its
Form 10-K for the year ended September 30, 2006 by the required deadline
and the
Staff Determination letter received by the Company on February 13, 2007 as
a
result of the Company's inability to file its Form 10-Q for the quarter ended
December 30, 2006 by the required deadline. The Company expects the Panel
to
respond in the next thirty days to the Company's request for continued listing.
The Company can make no assurances that the NASDAQ Listing Qualifications
Panel
will grant the Company’s request for continued listing. Under NASDAQ Marketplace
rules, the Company’s request for a hearing automatically stays the delisting of
the Company’s common stock pending the issuance of a written determination by
the NASDAQ Listing Qualifications Panel.
The
Company plans to file its Form 10-K for the year ended September 30, 2006
and
Form 10-Q for the fiscal quarter ended December 31, 2006 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
|
Exhibit
Number
|
Description
|
|
99.1
|
Press
Release, dated February 20, 2007, issued by EMCORE
Corporation.
|
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.
|
|
EMCORE
CORPORATION
|
|
Dated:
February 20, 2007
|
By: /s/
Adam Gushard
Name: Adam
Gushard
Title:
Chief Financial Officer
|
EXHIBIT
INDEX
|
Exhibit
Number
|
Description
|
|
99.1
|
Press
Release, dated February 20, 2007, issued by EMCORE
Corporation.
|