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, 2005
CONCORD CAMERA CORP.
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(Exact name of registrant as specified in its charter)
New Jersey 13-3152196
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(State or other jurisdiction (I.R.S. Employer
of incorporation) Identification Number)
0-17038
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(Commission File Number)
4000 Hollywood Boulevard, 6th Floor North Tower, Hollywood, Florida 33021
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (954) 331-4200
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:
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))
ITEM 3.01. NOTICE OF DELISTING OR FAILURE TO SATISFY A CONTINUED LISTING RULE
OR STANDARD; TRANSFER OF LISTING.
On May 13, 2005, Concord Camera Corp. ("Concord" or the "Company") received a
notice from the Nasdaq Listing Qualifications staff (the "staff") indicating
that because The Nasdaq Stock Market ("Nasdaq") had not received Concord's Form
10-Q for the third quarter of Fiscal 2005 which ended April 2, 2005 ("Third
Quarter 10-Q") and because the Company did not expect to file the Third Quarter
10-Q on or before May 17, 2005 as permitted by Rule 12b-25, the Company's
securities are subject to delisting from the Nasdaq Stock Market at the opening
of business on May 24, 2005 unless Concord requests a hearing in accordance with
Nasdaq's Marketplace Rule 4800 Series. In addition, as a result of Concord's
filing delinquency, a fifth character, "E", will be appended to its trading
symbol; accordingly, Concord's trading symbol will be changed from LENS to LENSE
at the opening of business on May 17, 2005.
As previously disclosed, the planning and implementation of the Company's
Enterprise Resource Planning System ("ERP System") resulted in a material
weakness in the Company's internal controls over financial reporting and
inefficiencies and delays in providing information necessary to complete the
Company's Quarterly Reports on Form 10-Q for the First Quarter and the Second
Quarter of Fiscal 2005. The Company believes it has made progress in operating
the new ERP System, but continues to experience material weaknesses with regard
to the ERP System and the financial statement closing process generally, which
problems were exacerbated by the migration of the operations of the Jenimage
Europe GmbH business, which was acquired by the Company during the Fourth
Quarter of Fiscal 2004, onto the ERP system during Third Quarter Fiscal 2005.
The Company plans to file its Third Quarter 10-Q as soon as practicable, but
does not currently expect that it will be filed on or before May 17, 2005, as
prescribed in Rule 12b-25(b).
The Company plans to appeal the staff's determination and request a hearing by a
Nasdaq Listing Qualifications Panel pursuant to the procedures set forth in the
Nasdaq Marketplace Rules 4800 Series. The Company's securities will remain
listed pending the result of such appeal.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(c) A copy of Concord's press release dated May 16, 2005 is attached hereto
as Exhibit 99.1.
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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 thereunto duly authorized.
CONCORD CAMERA CORP.
Date: May 16, 2005 By: /s/ Alan Schutzman
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Alan Schutzman,
Senior Vice President, General
Counsel and Secretary
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