(a)
The reasons described in reasonable detail in Part III of this form could
not be eliminated without unreasonable effort or
expense;
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(b)
The subject annual report, semi-annual report, transition report on Form
10-K, Form 20-F, Form 11-K, Form N-SAR or Form N-CSR, or portion thereof,
will be filed on or before the fifteenth calendar day following the
prescribed due date; or the subject quarterly report of transition report
on Form 10-Q, or portion thereof will be filed on or before the fifth
calendar day following the prescribed due date;
and
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(c)
The accountant's statement or other exhibit required by Rule 12b-25(c) has
been attached if applicable.
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Keith
J. Kosco
(Name)
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(505)
(Area
Code)
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332-5000
(Telephone
Number)
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•
|
In
June and July 2008, the Company sold a total of two million shares of
Series D Preferred Stock of WorldWater and Solar Technologies Corporation,
together with 200,000 warrants to a major shareholder of both the Company
and WWAT at a price equal to $6.54 per share. The Company
recognized a total gain of $7.4 million on the sale of this
stock.
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•
|
In
February and April 2008, the Company acquired the telecom, datacom, and
optical cable interconnects-related assets of Intel’s Optical Platform
Division for $120 million in cash and the Company’s common
stock.
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•
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In
February 2008, the Company completed the sale of $100 million of
restricted common stock and warrants. Investors purchased 8
million shares of our common stock, no par value, and warrants to purchase
an additional 1.4 million shares of our common stock.
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•
|
In
January and February 2008, the Company redeemed all of its outstanding
5.5% convertible subordinated notes due 2011 pursuant to which the holders
converted their notes into the Company's common stock.
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•
|
Fiscal
2008 operating expenses included $4.8 million related to Intel
Corporation’s transition services agreement charges associated with the
acquisition of certain assets from Intel.
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•
|
In
November 2006, EMCORE invested $13.5 million in WorldWater & Solar
Technologies Corporation in return for convertible preferred stock and
warrants.
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•
|
In
April 2007, EMCORE modified its convertible subordinated notes to resolve
an alleged default event. The interest rate was increased from
5% to 5.5% and the conversion price was decreased from $8.06 to
$7.01. EMCORE also repurchased $11.4 million of outstanding
notes to reduce interest expense and share
dilution.
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•
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In
April 2007, EMCORE acquired privately-held Opticomm Corporation for $4.0
million in cash.
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•
|
Fiscal
2007 operating expenses included:
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- $10.6
million related to our review of historical stock option granting
practices;
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- $9.4
million related to
our new terrestrial solar power division;
and,
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- $8.9
million related to patent litigation against Optium Corporation and
severance-related charges associated with facility closures and
consolidation of operations.
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Date: December 15,
2008
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By: /s/ John M.
Markovich
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Name:
John M. Markovich
|
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Title: Chief
Financial Officer
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