SEC Info - Emcore Corp - 10-Q

SEC Info

Home

My Interests

Help

Please Sign In

Emcore Corp · 10-Q · For 3/31/08

Filed On 5/12/08 4:47pm ET · SEC File 0-22175 · Accession Number 808326-8-31

  As Of               Filer                 Filing     As/For/On Docs:Pgs

 5/12/08  Emcore Corp                       10-Q        3/31/08    7:246

Quarterly Report · Form 10-Q
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-Q        Emcore Form 10-Q                                    HTML    754K 
 2: EX-2.1      Exhibit 2.1: Asset Purchase Agreement Intel         HTML    354K 
 3: EX-10.1     Exhibit 10.1: Executive Bonus Plan                  HTML      8K 
 4: EX-31.1     Exhibit 31.1: 302 Certification                     HTML     12K 
 5: EX-31.2     Exhibit 31.2: 302 Certification                     HTML     12K 
 6: EX-32.1     Exhibit 32.1: 906 Certification                     HTML      7K 
 7: EX-32.2     Exhibit 32.2: 906 Certification                     HTML      7K

10-Q · Emcore Form 10-Q
Document Table of Contents

Page	(sequential)	\|	(alphabetic)	Top
			Alternative Formats (Word, et al.) Controls and Procedures Defaults Upon Senior Securities Exhibits Financial Statements Legal Proceedings Other Information Part I. Financial Information Part Ii. Other Information Quantitative and Qualitative Disclosures About Market Risk Risk Factors Signatures Submission of Matters to A Vote of Security Holders Unregistered Sales of Equity Securities and Use of Proceeds
1	1st Page - Filing Submission
"	Part I. Financial Information
"	Item 1. Financial Statements
"	Item 3. Quantitative and Qualitative Disclosures About Market Risk
"	Item 4. Controls and Procedures
"	Part Ii. Other Information
"	Item 1. Legal Proceedings
"	Item 1a. Risk Factors
"	Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
"	Item 3. Defaults Upon Senior Securities
"	Item 4. Submission of Matters to A Vote of Security Holders
"	Item 5. Other Information
"	Item 6. Exhibits
"	Signatures

This is an EDGAR HTML document rendered as filed. [ Alternative Formats ]

form10-q.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

QUARTERLY REPORT PURSUANT TO

SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended: March 31, 2008

Commission File Number: 0-22175

EMCORE Corporation

(Exact name of Registrant as specified in its charter)

New Jersey

(State or other jurisdiction of incorporation or organization)

22-2746503

(IRS Employer Identification No.)

10420 Research Road SE, Albuquerque, NM 87123

(Address of principal executive offices) (Zip Code)

(505) 332-5000

(Registrant's telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

[ ] Large accelerated filer [X] Accelerated filer [ ] Non-accelerated filer [ ] Smaller reporting company

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [ ] No [X]

The number of shares outstanding of the registrant’s no par value common stock as of May 5, 2008 was 77,307,704.

EMCORE Corporation

FORM 10-Q

For the Quarterly Period Ended March 31, 2008

TABLE OF CONTENTS

			PAGE
PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS			3
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS			24
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK			39
ITEM 4. CONTROLS AND PROCEDURES			40


PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS			41
ITEM 1A. RISK FACTORS			43
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS			55
ITEM 3. DEFAULTS UPON SENIOR SECURITIES			55
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS			56
ITEM 5. OTHER INFORMATION			56
ITEM 6. EXHIBITS			57

SIGNATURES			58

PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

EMCORE CORPORATION

Condensed Consolidated Statements of Operations

For the three and six months ended March 31, 2008 and 2007

(in thousands, except per share data)

(unaudited)

	Three Months Ended March 31,						Six Months Ended March 31,
	2008			2007			2008			2007

Product revenue	$	48,260		$	33,716		$	92,761		$	69,342
Service revenue		8,019			5,882			10,405			8,852
Total revenue		56,279			39,598			103,166			78,194

Cost of product revenue		42,133			28,170			77,445			59,111
Cost of service revenue		7,498			4,459			8,970			6,618
Total cost of revenue		49,631			32,629			86,415			65,729
Gross profit		6,648			6,969			16,751			12,465

Operating expenses:
Selling, general, and administrative		10,263			13,143			22,126			25,682
Research and development		9,330			7,528			16,750			14,139
Total operating expenses		19,593			20,671			38,876			39,821

Operating loss		(12,945	)		(13,702	)		(22,125	)		(27,356	)

Other expense (income):
Interest income		(227	)		(1,169	)		(654	)		(2,820	)
Interest expense		375			1,260			1,580			2,522
Loss from conversion of subordinated notes		4,658			-			4,658			-
Stock–based compensation expense from tolled options (income from expired tolled options)		(58	)		-			4,316			-
Gain from insurance proceeds		-			(357	)		-			(357	)
Loss on disposal of equipment		-			-			86			-
Foreign exchange gain		(186	)		-			(198	)		-
Total other expense (income)		4,562			(266	)		9,788			(655	)

Net loss	$	(17,507	)	$	(13,436	)	$	(31,913	)	$	(26,701	)

Per share data:
Basic and diluted per share data:
Net loss	$	(0.27	)	$	(0.26	)	$	(0.55	)	$	(0.52	)

Weighted-average number of basic and diluted shares Outstanding		64,560			50,947			57,975			50,911

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

EMCORE CORPORATION

Condensed Consolidated Balance Sheets

As of March 31, 2008 and September 30, 2007

(In thousands)

(unaudited)

	As of March 31, 2008			As of September 30, 2007
ASSETS
Current assets:
Cash and cash equivalents	$	22,734		$	12,151
Restricted cash		2,148			1,538
Short-term investments		988			29,075
Accounts receivable, net of allowance of $820 and $802, respectively		52,801			38,151
Receivables, related party		287			332
Income tax receivable		130			-
Inventory, net		43,521			29,205
Prepaid expenses and other current assets		4,948			4,350

Total current assets		127,557			114,802

Property, plant, and equipment, net		74,165			57,257
Goodwill		89,739			40,990
Other intangible assets, net		12,753			5,275
Investments in unconsolidated affiliates		14,917			14,872
Long-term investments and restricted cash		4,655			-
Other non-current assets, net		533			1,540

Total assets	$	324,319		$	234,736

LIABILITIES and SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	27,943		$	22,685
Accrued expenses and other current liabilities		26,430			28,776
Income tax payable		594			137

Total current liabilities		54,967			51,598

Convertible senior subordinated notes		-			84,981

Total liabilities		54,967			136,579

Commitments and contingencies (Note 12)

Shareholders’ equity:
Preferred stock, $0.0001 par, 5,882 shares authorized, no shares outstanding		-			-
Common stock, no par value, 100,000 shares authorized, 73,735 shares issued and 73,576 outstanding at March 31, 2008; 51,208 shares issued and 51,049 shares outstanding at September 30, 2007		647,346			443,835
Accumulated deficit		(375,817	)		(343,578	)
Accumulated other comprehensive loss		(94	)		(17	)
Treasury stock, at cost; 159 shares		(2,083	)		(2,083	)

Total shareholders’ equity		269,352			98,157

Total liabilities and shareholders’ equity	$	324,319		$	234,736

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

EMCORE CORPORATION

Condensed Consolidated Statements of Cash Flows

For the six months ended March 31, 2008 and 2007

(in thousands)

(unaudited)

	Six Months Ended March 31,
Cash flows from operating activities:		2008			2007
Net loss	$	(31,913	)	$	(26,701	)
Adjustments to reconcile net loss to net cash used for operating activities:
Stock-based compensation expense		6,964			3,670
Depreciation and amortization expense		4,842			4,880
Accretion of loss from convertible senior subordinated notes exchange offer		41			98
Provision for doubtful accounts		101			266
Compensatory stock issuances		545			412
Loss from disposal of property, plant and equipment		86			-
Loss from conversion of convertible senior subordinated notes		1,169			-
Forgiveness of shareholders’ note receivable		-			82
Reduction of note receivable due for services received		260			261
Total non-cash adjustments		14,008			9,669
Changes in operating assets and liabilities, net of effect of acquisitions:
Accounts receivable		(14,714	)		(9,323	)
Inventory		3,624			(3,992	)
Prepaid expenses and other current assets		(590	)		241
Other assets		(678	)		(281	)
Accounts payable		5,258

Emcore Corp · 10-Q · For 3/31/08

Filed On 5/12/08 4:47pm ET · SEC File 0-22175 · Accession Number 808326-8-31

Quarterly Report · Form 10-QFiling Table of Contents

10-Q · Emcore Form 10-QDocument Table of Contents

This is an EDGAR HTML document rendered as filed. [ Alternative Formats ]

Quarterly Report · Form 10-Q
Filing Table of Contents

10-Q · Emcore Form 10-Q
Document Table of Contents