- Current report filing (8-K)
April 02 2010 - 10:28AM
Edgar (US Regulatory)
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):
March 31, 2010
BRUKER
CORPORATION
(Exact name of registrant as specified in its charter)
Delaware
(State or other
jurisdiction
of incorporation)
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000-30833
(Commission
File Number)
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04-3110160
(IRS Employer
Identification No.)
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40
Manning Road
Billerica, MA 01821
(Address of
principal executive offices)(Zip Code)
Registrants
telephone number, including area code:
(978) 663-3660
Check
the appropriate box if the Form 8-K filing is intended to simultaneously
satisfy the reporting 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 of the Exchange Act
o
Pre-commencement
communications pursuant to Rule 14d-2(b) Exchange Act
o
Pre-commencement
communications pursuant to Rule 13e-4(c) Exchange Act
Item 3.01. Notice of Delisting or Failure to Satisfy a
Continued Listing Rule or Standard; Transfer of Listing.
On April 1, 2010,
Bruker Corporation (the Company) received notice from The Nasdaq Stock Market
LLC (Nasdaq) advising the Company that, due to the resignation of Collin J. DSilva
from the Companys Board of Directors (the Board) effective March 31,
2010, the Company was not in compliance with the majority independent director
requirements set forth in Nasdaq Listing Rule 5605(b)(1). The Company has
been provided a cure period of 180 days, until September 27, 2010, to
regain compliance with the majority independence requirements. Following Mr. DSilvas
resignation from the Board, the Board consists of twelve members, of whom six
are independent, and has one vacancy to be filled by an independent director.
As previously reported, Mr. DSilva had earlier resigned from the Audit
Committee of the Board, effective March 9, 2010.
The Company is currently
seeking a replacement for Mr. DSilva to serve on the Companys Board and
Audit Committee, and intends to regain compliance with the corporate governance
requirements of the Nasdaq Listing Rules as expeditiously as possible
prior to the expiration of the applicable cure periods provided under such
rules.
Item 5.02 Departure of Directors or Principal Officers; Election
of Directors; Appointment of Principal Officers; Compensatory Arrangements of
Certain Officers.
(b)
Departure of Director Collin J. DSilva
On April 1, 2010,
Bruker Corporation announced that Collin J. DSilva, an independent director of
the Company since February 2000, resigned from the Companys Board of
Directors, effective March 31, 2010. There were no disagreements with the
Company. Mr. DSilva resigned from
his service as a director in connection with joining the Company as President
of the newly-formed Chemical Analysis Division of Bruker Daltonics.
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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.
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BRUKER CORPORATION
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(Registrant)
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Date: April 2,
2010
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By:
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/s/ Brian P.
Monahan
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Brian P. Monahan
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Chief
Financial Officer
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