Once again, as Wall Street waited for happy hour, we Fools waded into 8-K filings that, if the timing is to be believed, executives would rather you not read.
Kicking off today's list is this filing from electronic components maker Nu Horizons (Nasdaq: NUHC ) , which said it could be delisted for failing to file its latest quarterly report in a timely fashion. Nu Horizons is working to correct tax errors in its financial statements.
Ho-hum, right? Yeah, but wait till you see this filing from the Bank of Florida (Nasdaq: BOFL ) . It, too, faces a potential delisting -- but not for failing to file on time. Bank of Florida is in trouble for breaking Nasdaq rules.
According to the filing, a former board member was participating as an independent member of the bank's audit and nominating committees, while also managing the limited liability company that owned its main office building. Talk about a conflict of interest.
And yet there doesn't seem to be much risk to investors here. Bank of Florida says it has resolved the conflict and that, in its notification from the Nasdaq, regulators confess to seeing no deliberate malfeasance by the bank.
I'd live long and prosper if you'd stop suing me
Regulators aren't as sure when it comes to asphalt and concrete supplier Vulcan Materials (NYSE: VMC ) , though you won't get the whole story from the 8-K. For that, you'll need to refer to the press release. Quoting:
Vulcan Materials Company has reached an agreement with the City of Modesto, California to resolve the city's claims against Vulcan for alleged contamination from a dry cleaning compound, perchloroethylene, produced by several manufacturers, including the Company's former chloralkali chemicals business unit which was divested in June 2005. As a result, Vulcan will recognize a charge to discontinued operations of approximately $0.09 per diluted share in the third quarter of 2007. In order to be effective, this settlement agreement must be approved by the Modesto City Council and by the San Francisco Superior Court. [Emphasis mine.]
But wait, there's more. Check out this juicy nugget, obviously aimed at current Vulcan investors:
Vulcan intends to pursue reimbursement for settlement costs, legal defense costs, and any losses from other potential claims against it relating to this matter from several insurance companies who insured Vulcan during the relevant time periods involved in the litigation. [Emphasis added.]
Sounds fun. Keep us posted, won't you, Vulcan?
Let me get back to you on that...
For those who don't think much of amended filings, I bring you high-flying drugmaker MGI Pharma (Nasdaq: MOGN ) . It filed this 8-K after hours on Friday. Quoting:
As a result of activities related to consolidation of its Baltimore facilities, the Company is now able to estimate that it will incur restructuring costs totaling approximately $18 million. The Company estimates that it will recognize a charge of approximately $1 million in the third quarter of 2007, a charge of approximately $10 million in the fourth quarter of 2007, and the balance over the remaining 148 months of its lease obligation.
MGI first announced its restructuring plan Oct. 26 of last year. Here's the 8-K for those Fools who also happen to be history buffs.
A bad taste of alphabet soup for ITT
But my favorite 8-K comes courtesy of ITT (NYSE: ITT ) , a technical specialist that also happens to be a defense contractor for the American government. But that business has seen better days.
On Thursday, ITT entered into what's known as an Administrative Compliance Agreement (ACA), under which ITT's work will be independently monitored to prevent future infractions.
Future infractions? Yep. ITT has a sordid past, according to the filed ACA. Quoting:
On March 26, 2007, ITT entered into a plea agreement with the United States Attorney's Office for the Western District of Virginia regarding allegations that, on numerous occasions between the mid-1980s and 2005, it violated the Arms Export Control Act, as implemented by the International Traffic in Arms Regulations ("ITARs"). Specifically, ITT's Night Vision Division was accused of knowingly violating the ITARs by sending technical data, drawings, specifications, services, and equipment related to classified military night vision systems to parties in Singapore, the United Kingdom, and elsewhere without export licenses from the Department of State. In addition, it is alleged that from the late 1990s through 2001, ITT Corporation deliberately submitted false and misleading statements regarding its compliance with ITARs to the Department of State to minimize and conceal this activity.
And you thought ITT was just a trade school. Silly Fool.
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