8-K: Current report filing
Published on December 19, 2007
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
December
17, 2007
Date
of Report (Date of earliest event reported)
EMCORE
CORPORATION
Exact
Name of Registrant as Specified in its Charter
|
New
Jersey
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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, NM 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
2.02 Results
of Operations and Financial Condition
On December
17, 2007, EMCORE Corporation (the “Registrant”) issued a press release
disclosing its preliminary unaudited financial results for the fourth quarter
and fiscal year ended September 30, 2007. A copy of this press release is
attached as Exhibit 99.1 to this Current Report.
The
information in this Current Report, including Exhibit 99.1 hereto, shall not
be
incorporated by reference into any filing of the Registrant, whether made before
or after the date hereof, regardless of any general incorporation language
in
such filing, unless expressly incorporated by specific reference to such
filing. Furthermore, the information in this Current Report, including
Exhibit 99.1 hereto, shall not be deemed to be “filed” for purposes of Section
18 of the Securities Exchange Act of 1934, as amended, or otherwise be subject
to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities
Act of 1933, as amended.
The
information set forth above is intended to be furnished under this ITEM 2.02,
“Results of Operations and Financial Condition,” and under ITEM 7.01,
“Regulation FD Disclosure”.
***
Forward-looking
statements
The
information provided herein may include forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933 and Section 21E of the
Securities Exchange Act of 1934. Such forward-looking statements include, but
are not limited to, (a) the Company’s unaudited results for the fourth quarter
and fiscal year 2007, (b) statements related to the Company’s review of its
historic stock option granting practices, and (c) the timing of filing of
reports with the SEC. These risks and uncertainties include, but are not limited
to, (a) the difficulty of predicting quarterly and year-end financial results,
(b) the finalization and audit of the Company’s fiscal year 2007 results, (c)
risks arising out of or related to the Company’s past practices
related to stock option grants and the resulting restatement of the Company’s
financial statements as reflected in its annual report on Form 10-K for its
2006
fiscal year, including the risk of possible litigation, and (d) factors
discussed from time to time in reports filed by the Company with the SEC. The
forward-looking statements contained in this announcement are made as of the
date hereof and EMCORE does not assume any obligation to update the reasons
why
actual results could differ materially from those projected in the
forward-looking statements.
ITEM
7.01 Regulation FD Disclosure
See
ITEM
2.02, “Results of Operations and Financial Condition” above.
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 December 17, 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:
December 19, 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
|
Press
Release, dated December 17, 2007, issued by EMCORE
Corporation.
|