Date of Report (Date of earliest event reported) February 15, 2007
| Delaware | 000-24487 | 77-0322161 |
|---|---|---|
| (State or Other Jurisdiction of | (Commission File Number) | (IRS Employer Identification No.) |
| Incorporation or Organization) |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions (see General Instruction A.2. below):
[ ] 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))
On February 12, 2007, MIPS Technologies, Inc. (the Company) filed a Form 12b-25 with the Securities and Exchange Commission to report that it will not timely file its Quarterly Report on Form 10-Q for the fiscal quarter ended December 31, 2006. The Form 12b-25 included the following narrative:
The Company announced on August 30, 2006 that following a company-initiated voluntary review of historical stock-based compensation practices and related potential accounting impact, its board of directors had formed a special committee, consisting of independent directors (the "special committee"), to review the Company's historical option grant practices and the Company's accounting for its option grants. The special committee retained independent outside legal counsel to assist in its review.
On January 24, 2007, the Company announced that the special committee has completed its investigation and the findings are currently under review by the Company. As a result of the special committee's review, the Company has not filed its Annual Report on Form 10-K ("Annual Report") for the year ended June 30, 2006 and its Quarterly Report on Form 10-Q for the period ended September 30, 2006. Similarly, the Company is unable to file its Quarterly Report on Form 10-Q for the period ended December 31, 2006 at this time. The Company plans to file the Annual Report and Quarterly Reports on Form 10-Q for the periods ended September 30, 2006 and December 31, 2006 as soon as practicable after completion of review of the special committee report and of the restatement of its historical financial statements included in reports that it has previously filed with the Securities and Exchange Commission ("SEC").
Subsequent to the above Form 12b-25 filing, on February 15, 2007, the Company received a NASDAQ Additional Staff Determination notice stating that the Company is not in compliance with the requirements for continued listing as set forth in Marketplace Rule 4310(c)(14) due to the delayed filing of the Companys Quarterly Report on Form 10-Q for the quarter ended December 31, 2006. The Company plans to present its views with respect to this additional deficiency to the NASDAQ Listing Qualification Panel (the Panel) in writing no later than February 22, 2007. With respect to its failure to have filed the Annual Report and first fiscal quarter report, the Panel had previously granted the Company's request for continued listing on The Nasdaq Global Market subject to the condition that the Company file its Form 10-K for the fiscal year-ended June 30, 2006 and all required restatements by March 19, 2007 and Form 10-Q for the quarter-ended September 30, 2006, and any required restatements by March 26, 2007.
(d) Exhibits
99.01 Press Release dated February 16, 2007.
SIGNATURES
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.
Dated: February 16, 2007
| MIPS TECHNOLOGIES, INC. | |
| (Registrant) | |
| By: /s/ MERVIN S. KATO | |
| Mervin S. Kato | |
| Chief Financial Officer and Treasurer |
| Exhibit No. |
Description | ||
|---|---|---|---|
| 99 | .01 | Press Release dated February 16, 2007. | |
| Media Contact: | Investor Contact: | |
|---|---|---|
| Jodi Guilbault MIPS Technologies, Inc. +1 650-567-5035 jodi@mips.com |
Deborah Stapleton Stapleton Communications Inc. +1 650 470-0200 ir@mips.com |
MOUNTAIN VIEW, Calif., Feb. 16, 2007 MIPS Technologies, Inc. (NASDAQ: MIPS), today announced that the company is in receipt of a Nasdaq Additional Staff Determination letter dated February 15, 2007, advising the company that it is not in compliance with the filing requirements for continued listing as set forth in Marketplace Rule 4310(c)(14).
The notice was issued in accordance with standard Nasdaq procedures due to the delayed filing of the companys Quarterly Report on Form 10-Q for the quarter ended December 31, 2006. This follows similar letters received on November 14, 2006 and September 19, 2006 that the company was not in compliance with the filing requirements for continued listing due to the delayed filing of the companys Quarterly Report on Form 10-Q for the period ended September 30, 2006 and the companys Annual Report on Form 10-K for the fiscal year ended June 30, 2006. The company plans to present its views with respect to this additional deficiency to the Nasdaq Listing Qualification Panel (the Panel) in writing no later than February 22, 2007.
On February 5, 2007, the company reported that the Panel had granted the companys request for continued listing on The Nasdaq Stock Market subject to the condition that the company file its Form 10-K for the fiscal year-ended June 30, 2006 and all required restatements by March 19, 2007 and Form 10-Q for the quarter-ended September 30, 2006, and any required restatements by March 26, 2007.
About MIPS Technologies
MIPS Technologies, Inc. (NASDAQ:
MIPS) is a leading provider of industry-standard processor architectures and cores for
digital consumer, networking, personal entertainment, communications and business
applications. The company drives the broadest architectural alliance that delivers 32- and
64-bit embedded RISC solutions to the embedded market, and in combination with its
licensees, offers the widest range of robust, scalable processors in standard, custom,
semi-custom and application-specific products worldwide. MIPS Technologies licenses its
intellectual property (IP) to todays leading semiconductor companies, ASIC
developers and system OEMs.
Today, MIPS-Based designs are integrated in millions of products around the world, including broadband devices from Linksys, digital cameras from Canon, DTVs and entertainment systems from Sony, DVD Recordable devices from Pioneer, digital set-top boxes from Motorola, network routers from Cisco and laser printers from Hewlett Packard. Founded in 1998, MIPS Technologies is based in Mountain View, California, with offices worldwide. For more information, please contact (650) 567-5000 or visit http://www.mips.com.
###