-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, RzRwUY2RnkMOkiZD74or9N4VUDjUfCKFwhPYQJfmxGluWRp+KAOHoh2uRrS33VNW ZP78Hp/PYIumHWzoa8dfbg== 0001102624-07-000313.txt : 20071115 0001102624-07-000313.hdr.sgml : 20071115 20071115160529 ACCESSION NUMBER: 0001102624-07-000313 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20071113 ITEM INFORMATION: Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20071115 DATE AS OF CHANGE: 20071115 FILER: COMPANY DATA: COMPANY CONFORMED NAME: VICOR CORP CENTRAL INDEX KEY: 0000751978 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRONIC COMPONENTS, NEC [3679] IRS NUMBER: 042742817 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-18277 FILM NUMBER: 071249835 BUSINESS ADDRESS: STREET 1: 25 FRONTAGE ROAD CITY: ANDOVER STATE: MA ZIP: 01810 BUSINESS PHONE: 9784702900 MAIL ADDRESS: STREET 1: 25 FRONTAGE RD CITY: ANDOVER STATE: MA ZIP: 01810 8-K 1 vicor8k.htm VICOR CORPORATION 8-K


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934.

Date of Report: November 13, 2007
(Date of earliest event reported)

Vicor Corporation
(Exact name of registrant as specified in its charter)

Delaware
(State or other jurisdiction
of incorporation)
0-18277
(Commission File Number)
04-2742817
(IRS Employer
Identification Number)

25 Frontage Road, Andover, Massachusetts
(Address of principal executive offices)
  01810
(Zip Code)

(978) 470-2900
(Registrant's telephone number, including area code)

Not Applicable
(Former Name or Former Address, if changed since last report)



Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

Vicor Corporation (the "Company") announced that it received an additional Nasdaq Staff Determination Letter on November 13, 2007 indicating that the Company is not in compliance with Marketplace Rule 4310(c)(14), which requires timely filing of periodic reports with Nasdaq for continued listing. As anticipated, the letter was issued in accordance with Nasdaq's procedures as a result of the delayed filing of the Company's Quarterly Report on Form 10-Q for the three months ended September 30, 2007.

As previously disclosed, Nasdaq initially informed the Company on August 15, 2007 that its securities would be delisted due to the Company's delay in filing its Quarterly Report on Form 10-Q for the three months ended June 30, 2007 unless the Company requested a hearing in accordance with applicable Nasdaq Marketplace Rules. The Company subsequently requested and was granted a hearing before the Nasdaq Listing Qualifications Panel (the "Panel"). The Panel rendered its decision on November 2, 2007, as previously disclosed, granting the Company's request to give the Company until January 31, 2008 to file its past due Form 10-Q for the quarter ended June 30, 2007 and regain compliance with Nasdaq's listing requirements. The Company intends to make a submission to the Panel to address the delayed filing of its third quarter Form 10-Q. Pending a decision by the Panel, the Company's shares will continue to be listed on the Nasdaq Global Select Market. There can be no assurance that the Panel will grant the Company's request for continued listing.

Item 7.01. Regulation FD Disclosure

Vicor Corporation issued a press release on November 15, 2007, a copy of which is being furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The full text of that press release is attached as Exhibit 99.1 hereto and incorporated by reference herein. The information furnished under this Item 7.01, including the Exhibit attached hereto, shall not be deemed "filed" for any purpose, including for purposes of Section 18 of the Securities and Exchange Act of 1934 (the "Exchange Act") or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, regardless of any general incorporation language in such filing.

Item 9.01. Financial Statements and Exhibits

(a) Financial statements:
            None
(b) Pro forma financial information:
            None
(c) Shell company transactions:
            None
(d) Exhibits
            99.1       Press Release of Vicor Corporation dated November 15, 2007


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.


Dated: November 15, 2007
VICOR CORPORATION

By:  /s/ Mark A. Glazer                    
     Mark A. Glazer
     Chief Financial Officer


Exhibit Index
Exhibit No. Description
99.1 Press Release of Vicor Corporation dated November 15, 2007
EX-99 2 vicorcorporation8k3.htm VICOR CORPORATION PRESS RELEASE

Vicor Corporation Receives Anticipated Notice From Nasdaq

ANDOVER, MA -- 11/15/2007 -- Vicor Corporation (NASDAQ: VICR) today announced that it received an additional Nasdaq Staff Determination Letter on November 13, 2007 indicating that the Company is not in compliance with Marketplace Rule 4310(c)(14), which requires timely filing of periodic reports with Nasdaq for continued listing. As anticipated, the letter was issued in accordance with Nasdaq's procedures as a result of the delayed filing of the Company's Quarterly Report on Form 10-Q for the three months ended September 30, 2007.

As previously disclosed, Nasdaq initially informed the Company on August 15, 2007 that its securities would be delisted due to the Company's delay in filing its Quarterly Report on Form 10-Q for the three months ended June 30, 2007 unless the Company requested a hearing in accordance with applicable Nasdaq Marketplace Rules. The Company subsequently requested and was granted a hearing before the Nasdaq Listing Qualifications Panel (the "Panel"). The Panel rendered its decision on November 2, 2007, as previously disclosed, granting the Company's request to give the Company until January 31, 2008 to file its past due Form 10-Q for the quarter ended June 30, 2007 and regain compliance with Nasdaq's listing requirements. The Company intends to make a submission to the Panel to address the delayed filing of its third quarter Form 10-Q. Pending a decision by the Panel, the Company's shares will continue to be listed on the Nasdaq Global Select Market. There can be no assurance that the Panel will grant the Company's request for continued listing.

This press release contains certain forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve risks and uncertainties that could cause actual events or results to differ materially from those projected or anticipated. These risks and uncertainties include, but are not limited to, the continued listing of the Company's common stock on the Nasdaq Global Select Market, regulatory review of the Company's continued listing, statements relating to the status of the preparation of financial statements, and the preliminary nature of the information contained in the press release, as well as those risks and uncertainties identified in the Company's Annual Report on Form 10-K. The risk factors contained in the Annual Report on Form 10-K may not be exhaustive. Therefore, the information contained in that Form 10-K should be read together with other reports and documents that the Company files with the SEC from time to time, which may supplement, modify, supersede or update those risk factors. In addition, the review by the Nasdaq Listing Qualification Panel and its possible conclusions may adversely affect the Company.

Vicor Corporation designs, develops, manufactures and markets modular power components and complete power systems based upon a portfolio of patented technologies. Headquartered in Andover, Massachusetts, Vicor sells its products primarily to the communications, information technology, industrial control and military electronics markets.

For further information contact:
Mark A. Glazer
Chief Financial Officer
Vicor Corporation
Tel: 978-470-2900
Fax: 978-749-3439


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