-----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, NQz8TN+JuUj48k4hfa+PTvbVKkMw+6fej0igokMYF/+ZKu0pe6sJ1PwdCil0C0gh TIuHphKFwYEvuje4cYsZvQ== 0000950152-05-007323.txt : 20050826 0000950152-05-007323.hdr.sgml : 20050826 20050826165824 ACCESSION NUMBER: 0000950152-05-007323 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050822 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: 20050826 DATE AS OF CHANGE: 20050826 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BAKER MICHAEL CORP CENTRAL INDEX KEY: 0000009263 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MANAGEMENT SERVICES [8741] IRS NUMBER: 250927646 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-06627 FILM NUMBER: 051052590 BUSINESS ADDRESS: STREET 1: AIRPORT OFFICE PARK BLDG 3 STREET 2: 420 ROUSER RD CITY: CORAOPOLIS STATE: PA ZIP: 15108 BUSINESS PHONE: 4122696300 MAIL ADDRESS: STREET 1: P O BOX 12259 CITY: PITTSBURGH STATE: PA ZIP: 15231-0259 FORMER COMPANY: FORMER CONFORMED NAME: EUTHENICS SYSTEMS CORP DATE OF NAME CHANGE: 19750527 FORMER COMPANY: FORMER CONFORMED NAME: BAKER MICHAEL JR INC DATE OF NAME CHANGE: 19720526 8-K 1 j1582801e8vk.txt MICHAEL BAKER CORPORATION 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) AUGUST 22, 2005 ------------------ MICHAEL BAKER CORPORATION - ------------------------------------------------------------------------------- (Exact Name of Registrant as Specified in Its Charter) PENNSYLVANIA - ------------------------------------------------------------------------------- (State or Other Jurisdiction of Incorporation) 1-6627 25-0927646 - ------------------------------------------------------------------------------- (Commission File Number) (IRS Employer Identification No.) 100 AIRSIDE DRIVE MOON TOWNSHIP, PENNSYLVANIA 15108 - ------------------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) (412) 269-6300 - ------------------------------------------------------------------------------- (Registrant's Telephone Number, Including Area Code) - ------------------------------------------------------------------------------- (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 (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)) SECTION 3 - SECURITIES AND TRADING MARKETS ITEM 3.01. NOTICE OF DELISTING OR FAILURE TO SATISFY A CONTINUED LISTING RULE OR STANDARD. On August 22, 2005, Michael Baker Corporation (the "Company") received a notice from the American Stock Exchange (Amex) advising that the Company is not in compliance with sections 134 and 1101 of the Amex Company Guide for failing to timely file with the Securities and Exchange Commission its Quarterly Report on Form 10-Q for the quarter ended June 30, 2005, which was due on August 9, 2005. The compliance letter gives the Company until August 31, 2005, to submit a plan of action to Amex to bring the Company into timely compliance with the Amex requirements. A copy of the press release issued by the Company today announcing receipt of the notice is attached hereto as Exhibit 99.1 and is incorporated herein by reference. SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits The following exhibits are filed with this report: Exhibit No. Description - ----------- ----------- 99.1 Press release dated August 26, 2005 (filed pursuant to Item 3.01). SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. MICHAEL BAKER CORPORATION By: /s/ William P. Mooney ------------------------------- Executive Vice President and Chief Financial Officer Date: August 26, 2005 EXHIBIT INDEX Number Description Method of Filing - ------ ----------- ---------------- 99.1 Press release dated August 26, 2005 (filed Filed herewith. pursuant to Item 3.01). EX-99.1 2 j1582801exv99w1.txt EX-99.1 Exhibit 99.1 BAKER N E W S R E L E A S E - ------------------------------------------------------------------------------- CONTACT: David Higie PHONE: (412) 269-6449 RELEASE: Immediate (Aug. 26, 2005) BAKER RECEIVES COMPLIANCE LETTER FROM AMEX PITTSBURGH - Michael Baker Corporation (the "Company") announced today that it has received a notice from the American Stock Exchange (Amex) dated August 22, 2005, advising that the Company is not in compliance with sections 134 and 1101 of the Amex Company Guide for failing to timely file with the Securities and Exchange Commission its Quarterly Report on Form 10-Q for the quarter ended June 30, 2005, which was due on August 9, 2005. The compliance letter gives the Company until August 31, 2005, to submit a plan of action to the Amex to bring the Company into timely compliance with the Amex requirements. The Company fully expects to submit its plan to the Amex on or before August 31, 2005. The Company provided its reasons for the delay in the filing of Form 10-Q in a news release dated August 10, 2005. This news release is available on the Company's website at www.mbakercorp.com. Michael Baker Corporation (Amex:BKR) provides engineering and operations and maintenance services for its clients' most complex challenges worldwide. The firm's primary practice areas are aviation, environmental, facilities, geospatial information technologies, linear utilities, transportation, water/wastewater, and oil & gas. With more than 4,200 employees in over 40 offices across the United States and internationally, Baker is focused on providing services that span the complete life cycle of infrastructure and managed asset projects. # # # # -----END PRIVACY-ENHANCED MESSAGE-----