-----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, SWI+hphFKjhROAECMg1yEkjGfigsqvkDYcCZmie58pLsoMH1iwH8PupxlRrLcm4T /KWbbaT/8ZNDV2mDUavakA== 0000950144-06-005245.txt : 20060522 0000950144-06-005245.hdr.sgml : 20060522 20060522165051 ACCESSION NUMBER: 0000950144-06-005245 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060516 ITEM INFORMATION: Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060522 DATE AS OF CHANGE: 20060522 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CARMIKE CINEMAS INC CENTRAL INDEX KEY: 0000799088 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MOTION PICTURE THEATERS [7830] IRS NUMBER: 581469127 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-14993 FILM NUMBER: 06859100 BUSINESS ADDRESS: STREET 1: 1301 FIRST AVE CITY: COLUMBUS STATE: GA ZIP: 31901 BUSINESS PHONE: 7065763400 MAIL ADDRESS: STREET 1: P O BOX 391 CITY: COLUMBUS STATE: GA ZIP: 31994 8-K 1 g01698e8vk.htm CARMIKE CINEMAS, INC. CARMIKE CINEMAS, INC.
 

 
 
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 16, 2006
Carmike Cinemas, Inc.
 
(Exact Name of Registrant as Specified in its Charter)
         
Delaware   000-14993   58-1469127
         
(State or Other
Jurisdiction
of Incorporation)
  (Commission
File Number)
  (IRS Employer
Identification Number)
     
1301 First Avenue, Columbus, Georgia   31901
     
(Address of Principal Executive Offices)   (Zip Code)
Registrant’s telephone number, including area code: (706) 576-3400
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 Standard; Transfer of Listing.
     (a) On May 22, 2006, Carmike Cinemas, Inc. (“Carmike”) issued a press release (attached hereto as Exhibit 99.1 and incorporated herein by reference) announcing that it received a notice dated May 16, 2006 from the Nasdaq Listing Qualifications staff (the “Staff”) indicating that because The Nasdaq Stock Market, Inc. (“Nasdaq”) had not received Carmike’s Form 10-Q for the period ended March 31, 2006, Carmike is in further noncompliance with Nasdaq Marketplace Rule 4310(c)(14). As a result, the additional deficiency will be considered by the Nasdaq Listing Qualifications Panel (the “Panel”) in rendering its determination as to Carmike’s securities continuing to be listed on the Nasdaq Stock Market.
On April 27, 2006 a hearing was held before the Panel regarding the Company’s appeal of Nasdaq’s determination to delist the Company’s common stock. The Panel has not yet rendered its decision. While the Company is optimistic that Nasdaq will grant the Company’s request for an extension to file its 2005 Form 10-K and first quarter 2006 Form 10-Q, there can be no assurance that the Panel will grant the Company’s request.
     The Company has previously announced that its first quarter 2006 Form 10-Q will not be filed timely as a result of accounting issues relating to lease accounting leading to a delay in the filing of its Form 10-K for the fiscal year ended December 31, 2005.
Item 9.01.   Financial Statements and Exhibits.
  (d)   Exhibits.
 
      Exhibit 99.1 Press release dated May 22, 2006.

 


 

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.
         
  CARMIKE CINEMAS, INC.
 
 
Date: May 19, 2006  By:   Lee Champion  
    Lee Champion   
    Senior Vice President, General Counsel and Secretary   
 

 


 

EXHIBIT INDEX
     
Exhibit Number   Description
 
   
99.1
  Press release dated May 22, 2006.

 

EX-99.1 2 g01698exv99w1.htm EX-99.1 PRESS RELEASE DATED MAY 22, 2006 EX-99.1 PRESS RELEASE DATED MAY 22, 2006
 

Exhibit 99.1
Carmike Cinemas, Inc. Announces Notice From Nasdaq Regarding Delayed Form 10-Q Filing
COLUMBUS, GA — (MARKET WIRE) — May 22, 2006 — On May 16, 2006, Carmike Cinemas, Inc. (NASDAQ: CKEC) received a letter from The Nasdaq Stock Market, Inc. (“Nasdaq”) indicating that it had not received Carmike’s Form 10-Q for the period ended March 31, 2006 and that it is in further noncompliance with Nasdaq Marketplace Rule 4310(c)(14). As a result, the additional deficiency will be considered by the Nasdaq Listing Qualifications Panel (the “Panel”) in rendering its determination as to Carmike’s securities continuing to be listed on the Nasdaq Stock Market.
On April 27, 2006 a hearing was held before the Panel regarding the Company’s appeal of Nasdaq’s determination to delist the Company’s common stock. The Panel has not yet rendered its decision. While the Company is optimistic that Nasdaq will grant the Company’s request for an extension to file its 2005 Form 10-K and first quarter 2006 Form 10-Q, there can be no assurance that the Panel will grant the Company’s request.
The Company has previously announced that its first quarter 2006 Form 10-Q will not be filed timely as a result of accounting issues relating to lease accounting leading to a delay in the filing of its Form 10-K for the fiscal year ended December 31, 2005.
This press release may contain forward-looking statements within the meaning of the federal securities laws. Statements that are not historical facts, including statements about our beliefs and expectations, are forward-looking statements. Forward-looking statements include statements preceded by, followed by or that include the words, “anticipate,” “estimate,” “plans,” “expects,” “projects,” “should,” “will,” “believes” or “intends” or similar expressions. Forward-looking statements are only predictions and are not guarantees of performance. These statements are based on beliefs and assumptions of our management, which in turn are based on currently available information. The forward-looking statements also involve risks and uncertainties, which could cause actual results to differ materially from those contained in any forward-looking statement. Many of these factors are beyond our ability to control or predict. Such factors include, but are not limited to the timely resolution of the accounting issues previously disclosed, our ability to obtain the necessary waivers from our lenders and our continued listing on the Nasdaq National Market. The risk factors discussed in our Form 10-K/A for the year ended December 31, 2004 under the heading “Risk Factors” are specifically incorporated by reference in this press release.
We believe these forward-looking statements are reasonable; however, undue reliance should not be placed on any forward-looking statements, which are based on current expectations. Further, forward-looking statements speak only as of the date they are made, and we undertake no obligation to update publicly any of them in light of new information or future events.
Carmike Cinemas, Inc. is a premiere motion picture exhibitor in the United States with 301 theatres and 2,475 screens in 37 states, as of December 31, 2005. Carmike’s focus for its theatre locations is small to mid-sized communities with populations of fewer than 100,000. Carmike’s

 


 

common stock is traded on the NASDAQ National Market under the ticker symbol “CKEC”. For more information visit Carmike’s website, www.carmike.com.
Company Contact:
Investor Relations
203/682-8211

 

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