-----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, AYpJwFF6pWdtQBF1zOP+kO1EWPzTbt2joXsKP0JognbxGGYytLS7lKianrGR5bjf Kc263zKfa0c02hyDOtTtMg== 0001225279-08-000049.txt : 20080515 0001225279-08-000049.hdr.sgml : 20080515 20080514180419 ACCESSION NUMBER: 0001225279-08-000049 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20080501 ITEM INFORMATION: Bankruptcy or Receivership FILED AS OF DATE: 20080515 DATE AS OF CHANGE: 20080514 FILER: COMPANY DATA: COMPANY CONFORMED NAME: VERILINK CORP CENTRAL INDEX KEY: 0000774937 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE & TELEGRAPH APPARATUS [3661] IRS NUMBER: 942857548 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-28562 FILM NUMBER: 08833261 BUSINESS ADDRESS: STREET 1: 501 SOUTH JOHNSTONE AVE. STREET 2: SUITE 501 CITY: BARTLESVILLE STATE: OK ZIP: 74003 BUSINESS PHONE: 918-336-1773 MAIL ADDRESS: STREET 1: 501 SOUTH JOHNSTONE AVE. STREET 2: SUITE 501 CITY: BARTLESVILLE STATE: OK ZIP: 74003 8-K 1 f0805148kforextension.htm VERILINK FORM 8-K EXTENDING TIME TO 08.13.2008 UNITED STATES

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 (Date of earliest event reported): May 14, 2008

VERILINK CORPORATION

(Exact name of registrant as specified in charter)

 

 

 

 

 

Delaware

 

000-28562

 

94-2857548

(State of incorporation)

 

(Commission File Number)

 

(IRS Employer Identification No.)

 

 

 

 

 

501 South Johnstone, Suite 501

Bartlesville, Oklahoma 74003

(Address of principal executive offices / Zip Code)

 

 

 

 

 

(918) 336-1773

(Registrant’s telephone number, including area code)

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.

 

 

o

Soliciting material pursuant to Rule 14a-12 under the Exchange Act.

 

 

o

Pre-commencement communications pursuant to Rule 14d—2(b) under the Exchange Act.

 

 

o

Pre-commencement communications pursuant to Rule 13e—4(c) under the Exchange Act.

 

 

 

Item 1.03 Bankruptcy or Receivership

On April 9, 2006, Verilink Corporation, a Delaware corporation (the “Company” or “Verilink” or “Debtor”) and its subsidiary Larscom Incorporated, a Delaware corporation (the “Subsidiary” or “Larscom”), filed Voluntary Petitions for Relief under Chapter 11 of Title 11 of the United States Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the Northern District of Alabama (the “Court”), Case numbers 06-50866 and 06-80567 (the “Case” or “Cases”).



On December 7, 2006, the Company submitted the Second Amended Joint Plan of Reorganization (the “Plan”) to the Court for consideration. On January 31, 2007, the Court issued the Order Confirming Second Amended Joint Plan of Reorganization by the Debtors on December 7, 2006, that confirmed the Second Amended Joint Plan in its entirety.  The major requirement of the Plan requires the Reorganized Verilink to pursue a Business Combination as described in the Disclosure Statement, as previously disclosed in the 8-K filed on May 3, 2008.  If a Business Combination is achieved within six (6) months of the Effective Date (or up to one (1) year from the Effective Date if the Debtors seek such an extension), the Reorganized Verilink will receive a discharge of its debts.  

On January 17, 2008, the Bankruptcy Court Ordered the deadlines set forth in the Plan to be completed on or before May 13, 2008.  The Order authorized the Liquidating Trustee to extend the May 13, 2008 deadline for an additional three-month period, until August 13, 2008 without requiring further permission from the Court.

On May 13, 2008, the Company received notification from the Liquidating Trustee that the Company was granted a three-month extension to complete the Business Combination.  The Company was unable to meet the May 13, 2008 deadline due to delinquent reports with the SEC.  The Company is in the process of working with our auditors at Malone & Bailey, PC to file the delinquent reports.   

A FAILURE TO COMPLETE A BUSINESS COMBINATION BY THE AUGUST 13, 2008 DEADLINE MAY RESULT IN THE STOCK OF VERILINK BEING DEEMED WORTHLESS.


 THERE ARE NO ASSURANCES THAT THE LIQUIDATING TRUSTEE WILL GRANT AN EXTENSION BEYOND THE AUGUST 13, 2008, DEADLINE.  EVEN IF THETRUSTEE GRANTS AN ADDITIONAL THREE-MONTH EXTENSION, THE COMPANY MAY NOT BE ABLE TO MERGE BEFORE THE EXTENSION DEADLINE.  AS A RESULT OF THE COMPANY’S FAILURE TO ENTER A BUSINESS COMBINATION WITHIN THE DEADLINE WILL RESULT IN YOU OWNING VALUELESS STOCK.

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 thereunto duly authorized.

 

VERILINK CORPORATION

 

(Registrant)

 

 

 

 

 

 

Dated: May 14, 2008

By:

/s/ James Ditanna

 

 

 

 

Name:

James Ditanna

 

Title:

President




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