SANTA CLARA, Calif., Dec. 3 /PRNewswire-FirstCall/ -- Coherent, Inc. (Nasdaq: COHR) today announced that on November 30, 2007, it received the decision of the Board of Directors of The Nasdaq Stock Market ("Nasdaq") to give Coherent until December 17, 2007 to file its past due periodic reports for the year ended September 30, 2006 and the first three quarterly periods of 2007 with the Securities Exchange Commission ("SEC") in order to regain compliance with Nasdaq's listing requirements contained in Nasdaq Marketplace Rule 4310(c)(14). In the event Coherent does not file such periodic reports with the SEC by December 17, 2007, Nasdaq's Board informed Coherent that its common stock will be suspended from trading at the opening of business on December 19, 2007, and Nasdaq will file a Form 25 with the SEC to effect the delisting of Coherent's common stock from Nasdaq.
Coherent is committed to regaining compliance with all Nasdaq listing requirements as soon as possible. However, Coherent will not be able to file all of its past due periodic reports with the SEC by December 17, 2007. As previously disclosed, Coherent expects to file its Annual Report on Form 10-K for fiscal 2006 no later than December 17, 2007 and the aforementioned quarterly reports by January 31, 2008. Coherent is exploring alternatives that may be available to it to prevent the suspension from trading of its common stock on Nasdaq on December 19, 2007 as well as the delisting of its common stock from Nasdaq, including seeking relief from Nasdaq's Board of Directors and the SEC. However, there can be no assurances that these alternatives will be successful. In the event that Coherent's common stock is delisted from trading on Nasdaq, it will be traded over the counter.
Forward Looking Statements
This press release contains forward-looking statements, as defined under the Federal securities laws. These forward-looking statements include statements regarding Coherent's expectation regarding the timing for filing its Annual and Quarterly Reports with the SEC. These forward-looking statements are not guarantees and are subject to risks, uncertainties and assumptions that could cause the timing for filing the Annual and Quarterly Reports with the SEC to differ materially and adversely from the timing expressed in the forward-looking statements in this press release. Factors that could cause actual results to differ materially include risks and uncertainties, including but not limited to risks associated with the completion of the audit, review and preparation of such filings. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as to Coherent's expectations as of the date hereof. Coherent undertakes no obligation to update these forward-looking statements as a result of events or circumstances after the date hereof or to reflect the occurrence of unanticipated events. In addition, as previously reported, a special committee of Coherent's board of directors has reported on its independent review regarding the Coherent's historical stock option practices. The review and forthcoming restatement and other actions/measures taken or required as a result of the review will have an impact on the amount and timing of previously awarded stock-based compensation and other additional expenses to be recorded; accounting adjustments to Coherent's financial statements for the periods in question; potential claims and proceedings relating to such matters, including shareholder litigation and action by the SEC and/or other governmental agencies; and negative tax or other implications for Coherent resulting from any accounting adjustments or other factors. The trading of our common stock over the counter may negatively impact the trading price of our common stock and the levels of liquidity available to our stockholders. In addition, the trading of our common stock over the counter would materially adversely affect our access to the capital markets and our ability to raise capital through alternative financing sources on terms acceptable to us or at all. Securities that trade over the counter are no longer eligible for margin loans, and a company trading over the counter cannot avail itself of Federal preemption of state securities or "blue sky" laws, which adds substantial compliance costs to securities issuances, including pursuant to employee option plans, stock purchase plans and private or public offerings of securities. If we are delisted in the future from the Nasdaq Global Select Market, there may also be other negative implications, including the potential loss of confidence by suppliers, customers and employees and the loss of institutional investor interest in our company.
|SOURCE Coherent, Inc.|
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