SMTC » Topics » Item 8.01 Other Events.

This excerpt taken from the SMTC 8-K filed Apr 19, 2007.

Item 8.01 Other Events.

The Company’s Annual Report on Form 10-K for fiscal year 2007 reported the pending sale of a parcel of real estate in San Diego, California. The sale was completed on April 17, 2007, with the Company receiving cash proceeds, net of commissions and certain sales costs, of approximately $9 million.

 

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.

 

Date: April 19, 2007

SEMTECH CORPORATION

 

 

 

By:  /s/ Emeka Chukwu                                

 

Emeka Chukwu

 

Chief Financial Officer

 

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This excerpt taken from the SMTC 8-K filed Jan 31, 2007.

Item 8.01 Other Events.

 

On January 26, 2007, the Company appointed James Kim as Vice President of Worldwide Sales and Marketing, reporting to the Company’s Chief Executive Officer. Mr. Kim has been employed by the Company since 1986. He served as Vice President of Global Handset Sales since March 2004 and was previously Director of Sales and Marketing for Korea and Japan.

 

Forward-Looking and Cautionary Statements

 

This report contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the

 

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Securities Exchange Act of 1934, as amended. Forward-looking statements are statements other than historical information or statements of current condition and relate to matters such as future financial performance, future operational performance, the anticipated impact of specific items on future earnings, and our plans, objectives and expectations. Some forward-looking statements may be identified by use of terms such as “expects,” “anticipates,” “intends,” “estimates,” “believes,” “projects,” “should,” “will,” “plans” and similar words.

 

Forward-looking statements involve known and unknown risks and uncertainties that could cause actual results and events to differ materially from those projected. Forward-looking statement should be considered in conjunction with the cautionary statements contained in the “Risk Factors” section and elsewhere in the Company’s Annual Report on Form 10-K for the fiscal year ended January 29, 2006, in the Company’s other filings with the SEC, and in material incorporated therein by reference. Forward-looking statements should not be regarded as representations by the Company that its objectives or plans will be achieved or that any of its operating expectations or financial forecasts will be realized. The Company assumes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

 

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.

 

Date: January 31, 2007

SEMTECH CORPORATION

 

 

 

By:

/s/ Emeka Chukwu

 

Emeka Chukwu

 

Chief Financial Officer

 

 

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This excerpt taken from the SMTC 8-K filed Nov 8, 2006.

Item 8.01 Other Events.

 

As previously reported, on June 15, 2006 the Company received a Staff Determination letter from the Nasdaq Stock Market indicating that the Company’s securities are subject to delisting from The Nasdaq National Market because the Company has not yet filed its Form 10-Q for the fiscal quarter ended April 30, 2006 (“First Quarter Form 10-Q”) and is therefore not in compliance with the continued listing standard in Nasdaq Marketplace Rule 4310(c)(14). On July 20, 2006, the Company announced that it expects to restate its financial statements for fiscal years 2002 through 2006 to record additional non-cash compensation expense related to stock options. The restatement will also affect financial statements for earlier fiscal years and adjustments for those earlier years will be reflected as part of the opening balances in the financial statements for the restatement period. Also as previously reported, a Nasdaq Listing Qualifications Panel (the “Panel”) granted the Company’s request for additional time to regain compliance and set November 10, 2006 as the date by which the Company must file all required restatements and the First Quarter Form 10-Q. On August 29, 2006 the Company announced that it would be unable to timely file its Form 10-Q for the fiscal quarter ended July 30, 2006 (“Second Quarter Form 10-Q”), and stated its intention to file it by the November 10 deadline established by Nasdaq with respect to the other reports. On October 27, 2006, the Company updated the Panel on its progress toward filing and requested an extension of the deadline until November 27, 2006. On November 6, 2006, the Panel granted the Company’s request for additional time to regain compliance and set November 27, 2006 as the date by which the Company must file all required restatements, the First Quarter Form 10-Q, and the Second Quarter Form 10-Q. Although the Company is working diligently to file all required reports with the SEC by November 27, 2006, and thereby regain compliance with Nasdaq’s continued listing requirements, it can provide no assurances that it will be able to do so.

 

On November 7, 2006, John M. Baumann resigned as the Company’s Treasurer. Mr. Baumann will remain employed by the Company for a limited period.

 

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On November 7, 2006, the Company appointed Suzanna Fabos as General Counsel. Ms. Fabos will report directly to the Company’s Chief Executive Officer. Ms. Fabos has served the Company as Corporate Counsel since 2000.

 

Forward-Looking and Cautionary Statements

 

This report contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements are statements other than historical information or statements of current condition and relate to matters such as future financial performance, future operational performance, the anticipated impact of specific items on future earnings, and our plans, objectives and expectations. Some forward-looking statements may be identified by use of terms such as “expects,” “anticipates,” “intends,” “estimates,” “believes,” “projects,” “should,” “will,” “plans” and similar words.

 

Forward-looking statements involve known and unknown risks and uncertainties that could cause actual results and events to differ materially from those projected, including whether the Company will meet the November 27, 2006 deadline by which to file its delinquent quarterly reports and required restatements. Forward-looking statement should be considered in conjunction with the cautionary statements contained in the “Risk Factors” section and elsewhere in the Company’s Annual Report on Form 10-K for the fiscal year ended January 29, 2006, in the Company’s other filings with the SEC, and in material incorporated therein by reference. Forward-looking statements should not be regarded as representations by the Company that its objectives or plans will be achieved or that any of its

 

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operating expectations or financial forecasts will be realized. The Company assumes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

 

 

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.

 

Date: November 8, 2006

SEMTECH CORPORATION

 

 

 

By:

/s/ Mohan R. Maheswaran  

 

Mohan R. Maheswaran

 

Chief Executive Officer

 

 

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This excerpt taken from the SMTC 8-K filed Oct 25, 2006.

Item 8.01  Other Events

 

On October 23, 2006 the Company received a letter dated October 20, 2006 from John D. “Jack” Poe advising that he intends to resign his position as a Director of Semtech Corporation effective as of the first date, subsequent to the filing of the previously announced Restatement of Semtech’s historical financial statements, on which the Company regains compliance with Nasdaq continued listing standards and the window for trading by officers and directors of the Company is reasonably expected to be open for a period of at least 30 days. The Company acknowledges Mr. Poe’s intention to resign, but, as of the filing of this Current Report, has not received his official resignation.

 

 

 

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.

 

Date: October 25, 2006

SEMTECH CORPORATION

 

 

 

By:

/s/ David G. Franz, Jr.  

 

David G. Franz, Jr.

 

Chief Financial Officer

 

 

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