8-K: Current report filing
Published on May 6, 2009
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
April 30,
2009
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
|
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:
□ Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
□ Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
□ Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
□ Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
ITEM
1.01 Entry into a Material Definitive Agreement.
Annual Meeting of
Shareholders
At the
2009 Annual Meeting of Shareholders held on April 30, 2009 (the “Annual
Meeting”), the shareholders of EMCORE Corporation (the “Registrant” or the
“Company”) approved (i) an amendment to the Company’s 2000 Stock Option Plan
(the “Stock Plan”), increasing the number of shares available for issuance under
the Stock Plan from 12,850,000 to 15,850,000 shares, and (ii) an amendment to
the Company’s 2000 Employee Stock Purchase Plan (the “ESPP”), increasing the
number of shares available for issuance under the ESPP from 2,500,000 to
4,500,000 shares. A complete copy of the Stock Plan and the ESPP,
reflecting such amendments, are included as Exhibits 10.1 and 10.2,
respectively, to this Current Report on Form 8-K and are incorporated herein by
reference.
Bank of
America
On April
30, 2009, the Company entered into a Third Amendment (the “Third Amendment”) to
the Loan and Security Agreement with Bank of America, N.A., dated as of
September 26, 2008 (the “Loan and Security Agreement”). The Third
Amendment amended the Loan and Security Agreement to, among other things: (i)
increase the amount of eligible accounts receivable under the borrowing base
formula, (ii) waive certain Events of Default of financial covenants by the
Company, (iii) decrease the total maximum loan availability amount to $14
million, (iv) increase applicable interest rates with respect to loans and
letters of credit, and (v) adjust certain financial
covenants. The adjustments to the borrowing base formula and
the calculation of eligible accounts receivable are intended to provide the
Company with access to more liquidity for working capital purposes.
The
foregoing description does not purport to be complete and is qualified in its
entirety by reference to the text of the Amendment, which is attached hereto as
Exhibit 10.3 to this report and is incorporated herein by
reference.
Item
8.01. Other Events.
Annual
Meeting Results
The
Company held its 2009 Annual Meeting of Shareholders on April 30, 2009. At this
meeting, the Company’s shareholders:
|
·
|
re-elected
John Gillen to serve on the Company’s Board of
Directors;
|
|
·
|
ratified
the appointment of Deloitte & Touche LLP, as the Company's independent
registered public accounting firm for the fiscal year ending September 30,
2009;
|
|
·
|
ratified
and approved the amendment of the Company’s 2000 Stock Option Plan;
and,
|
|
·
|
ratified
and approved the amendment of the Company’s 2000 Employee Stock Purchase
Plan.
|
Item 9.01.
Financial Statements and Exhibits.
(d) Exhibits
|
Exhibit
Number
|
Description
|
|
|
10.1
|
EMCORE
Corporation 2000 Stock Option Plan, as amended and restated on April 30,
2009
|
|
|
10.2
|
EMCORE
Corporation 2000 Employee Stock Purchase Plan, as amended and restated on
April 30, 2009
|
|
|
10.3
|
Third
Amendment to the Loan and Security Agreement with Bank of America, N.A.,
dated April 30, 2009
|
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:
May 6,
2009
|
By: /s/ John M. Markovich
Name:
John M. Markovich
Title: Chief
Financial Officer
|