-----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, RFU/UVjjsX+lR8cIfwsjcu6cgc1WFs6SJ/iAlo1yTynI1metEyGPmjOrdXigcXmq YHDo5K51j33irb7cMamjLg== 0000907152-06-000017.txt : 20061103 0000907152-06-000017.hdr.sgml : 20061103 20061103165016 ACCESSION NUMBER: 0000907152-06-000017 CONFORMED SUBMISSION TYPE: NT 10-Q PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20060930 FILED AS OF DATE: 20061103 DATE AS OF CHANGE: 20061103 EFFECTIVENESS DATE: 20061103 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SUNRISE TELECOM INC CENTRAL INDEX KEY: 0000907152 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE COMMUNICATIONS (NO RADIO TELEPHONE) [4813] IRS NUMBER: 770291197 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: NT 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-30757 FILM NUMBER: 061187490 BUSINESS ADDRESS: STREET 1: 302 ENZO DRIVE STREET 2: ---------------------------------------- CITY: SAN JOSE STATE: CA ZIP: 95138 BUSINESS PHONE: 4083638000 MAIL ADDRESS: STREET 1: 302 ENZO DRIVE STREET 2: ---------------------------------------- CITY: SAN JOSE STATE: CA ZIP: 95138 NT 10-Q 1 srti10-knontimely.htm SRTI 2006 Q3 NON-TIMELY 10-Q SRTI 2006 Q3 Non-timely 10-Q


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
  FORM 12b-25  SEC FILE NUMBER 
  
NOTIFICATION OF LATE FILING CUSIP NUMBER
86769Y 10 5
 
Commission File Number 0-30757
 
(Check One) o Form 10-K o Form 20-F o Form 11-K ý Form 10-Q
o Form 10-D o Form N-SAR o Form N-CSR
  
 
For Period Ended:
September 30, 2006
 
 
 
 
o Transition Report on Form 10-K
 
o Transition Report on Form 20-F
 
o Transition Report on Form 11-K
 
o Transition Report on Form 10-Q
 
o Transition Report on Form N-SAR
 
For the Transition Period Ended:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.
 
If the notification relates to a portion of the filing checked above, identify the Item(s) to which the notification relates:

The notification relates to the Registrant’s financial statements required to be filed with the Registrant’s Annual Report on Form 10-Q for the quarter ended September 30, 2006.

 
PART I — REGISTRANT INFORMATION
 
Sunrise Telecom Incorporated
Full Name of Registrant
 
N/A
Former Name if Applicable
 
 
302 Enzo Drive
Address of Principal Executive Office (Street and Number)
 
San Jose, California 95138
City, State and Zip Code
 


 

 
 
 

 
 
PART II — RULES 12b-25(b) AND (c)
 
If the subject report could not be filed without unreasonable effort or expense and the registrant seeks relief pursuant to Rule 12b-25(b), the following should be completed. (Check box if appropriate)
 
¨
(a)
The reason described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense;
 
¨
 
 
  (b)
 
The subject annual report, semi-annual report, transition report on Form 10-K, Form 20-F, Form 11-K, Form N-SAR or Form N-CSR, or portion thereof, will be filed on or before the fifteenth calendar day following the prescribed due date; or the subject quarterly report or transition report on Form 10-Q or subject distribution report on Form 10-D or portion thereof, will be filed on or before the fifth calendar day following the prescribed due date; and
¨ 
  (c)
The accountant’s statement or other exhibit required by Rule 12b-25(c) has been attached if applicable.
 
 
PART III — NARRATIVE
 
State below in reasonable detail the reasons why Forms 10-K, 20-F, 11-K, 10-Q, 10-D, N-SAR, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time period.
 
Sunrise Technology, Inc. (the “Company”) is unable to file its Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2006, because it is in the process of completing its previously-announced voluntary review of its stock option grant practices. The review was initiated and conducted by the Company’s management and reviewed by the Audit Committee of the Company’s Board of Directors. The Company has determined that it used incorrect measurement dates with respect to the accounting for certain stock options granted in 2001 and 2002. As a result of these findings, the Company intends to restate its financial statements for the fiscal years 2001 through 2005. The Company intends to file this Form 10-Q as soon as practicable following the completion of the restatement of historical financial information, but does not expect that it will be able to file this report on or before the fifth calendar day following the required filing date prescribed in Rule 12b-25..


 
 
 
PART IV — OTHER INFORMATION
 
(1)
Name and telephone number of person to contact in regard to this notification
 
 
Richard Kent
 
408
 
363-8000
 
(Name)
 
(Area Code)
 
(Telephone Number)
 
(2)
Have all other periodic reports required under Section 13 or 15(d) of the Securities Exchange Act of 1934 or Section 30 of the Investment Company Act of 1940 during the preceding 12 months or for such shorter period that the registrant was required to file such report(s) been filed? If answer is no, identify report(s).
o Yes
ý No
   
 
The Company has not yet filed its Quarterly Report on Forms 10-Q for the quarters ended September 30, 2005, March 31, 2006 and June 30, 2006. The Company has not yet filed its Annual Report on Form 10-K for the year ended December 31, 2005.
 
(3)
Is it anticipated that any significant change in results of operations from the corresponding period for the last fiscal year will be reflected by the earnings statements to be included in the subject report or portion thereof?
ýYes
oNo
 
 
If so, attach an explanation of the anticipated change, both narratively and quantitatively, and, if appropriate, state the reasons why a reasonable estimate of the results cannot be made.
 
In a press release issued on November 3, 2006, the Company reported:
 
·  Sales for the quarter ended September 30, 2006 were approximately $24.8 million, compared with approximately $16.8 million for the quarter ended September 30, 2005 and $22.3 million in the quarter ended June 30, 2006.
 
·  Backlog as of September 30, 2006 was approximately $15.9 million, compared with backlog of approximately $7.5 million as of September 30, 2005 and $20.4 million as of June 30, 2006.
 
·  Third quarter 2006 gross margin was approximately 66%.
 
·  Third quarter 2006 net income was approximately $1.2 million.
 
·  The Company expects that certain financial information presented previously will be restated once the Company has completed its review of stock option grant practices. Specifically, the Company believes that it may record additional charges for stock-based compensation expense, and that there may be a corresponding impact to income tax expense. The Company also anticipates that certain components of stockholders’ equity and retained earnings may change on the balance sheet.
 
Until the completion of the Company’s review of stock option granting practices and the restatement of its historical financial information, the Company cannot finalize its financial statements as of and for the quarter ended September 30, 2006.
 
  

 
 
 

 
 
SUNRISE TELECOM INCORPORATED
(Name of Registrant as Specified in Charter)
 
has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.
 
Date:
November 3, 2006
 
By
                     /s/ Richard D. Kent
 
 
 
 
Richard D. Kent
 
 
 
 
Chief Financial Officer

 
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