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FiberTower Corporation is a backhaul and access transport provider focused primarily on the wireless carrier market. With its extensive spectrum footprint in 24 GHz and 39 GHz bands, carrier-class microwave and fiber networks in 13 major markets, customer commitments from six of the leading cellular carriers, and partnerships with the largest tower operators in the U.S, FiberTower is considered to be the leading alternative carrier for wireless backhaul.

FiberTower was formed in 2000 to address the weakest link in rapidly evolving wireless networks - backhaul. Backhaul is defined as the all-important transport piece between a carrier’s cell site (base station at the cell tower) and its switching facility.

Due to the rollout of mobile broadband access networks, bandwidth demand in the wireless network is rising exponentially, putting considerable strain on a decades-old copper infrastructure designed to backhaul voice traffic. Today, with the advent of wireless data, carriers seek scalable, flexible and cost-effective backhaul alternatives that will support their 3G and 4G broadband initiatives. Such alternatives, including microwave and fiber, are the new evolution in wireless backhaul.

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SAN FRANCISCO , Nov. 16, 2011 /PRNewswire/ -- FiberTower Corporation (NASDAQ: FTWR - News), a wireless backhaul services provider, made several announcements today.
Missed Interest Payment
FiberTower announced that it had elected not to make the $1.3 million semi-annual interest payment due on November 15, 2011 , with respect to its 9.00% Convertible Senior Secured Notes Due 2012 (CUSIP Nos. 31567RAA8 and 31567RAC4) (the "2012 Notes"). The indenture governing the 2012 Notes provides that the failure to make such payment constitutes an event of default after a 30-day cure period. This missed interest payment will not trigger any significant cross-default provisions associated with other outstanding FiberTower debt prior to the expiration of the cure period. During such cure period, FiberTower will continue to evaluate different options to manage its debt load.
Director Resignations
Additionally, on November 14, 2011 , the Company's Chairman of the Board, John Kelly and another Board member, Phil Kelley , resigned from the Company's board of directors; on November 15, 2011 , another director, Randall Hack , resigned from the Company's board of directors. These resignations were effective immediately and were not the result of a disagreement with FiberTower on any matter relating to FiberTower's operations, policies or practices.
Impairment Charges
FiberTower has also determined that material impairment charges relating to its long-lived assets and FCC licenses will be required under generally accepted accounting principles ("GAAP") as a result of events occurring in the quarter ended September 30, 2011 .
As a result of continued customer early service terminations experienced in the quarter ended September 30, 2011, the Company's decisions to limit investment in its legacy network, and the Company's estimates of future cash flows expected to be generated by its network as compared to its carrying value, FiberTower determined that its network equipment and construction-in-progress were impaired. Accordingly, during the third quarter of 2011, FiberTower conducted an evaluation to quantify the level of impairment. Although the Company has not been able to finalize the quantification of the impairment charges relating to its network equipment and construction-in-progress, the Company estimates the impairment charges for these assets in order to reduce network equipment and construction-in-progress to their fair value and as calculated in accordance with GAAP, to be in the range of $150 to $170 million in the third quarter of 2011.
At December 31, 2010 , and through June 30, 2011 , FiberTower's FCC Licenses had a carrying value of $287.5 million . Changing patterns in customer demand that contributed to the early contract terminations discussed above indicated the potential for changes in the manner in which the Company's FCC license spectrum can be favorably deployed. Accordingly, during the third quarter of 2011, FiberTower conducted an assessment of the fair value of its FCC licenses and concluded that the fair value of its FCC licenses was less than its carrying value. Although the Company has not been able to finalize the quantification of the impairment charges relating to its FCC licenses, the Company estimates the impairment charges for these assets, as calculated in accordance with GAAP, to be in the range of $158 to $170 million in the third quarter of 2011, which would reduce the carrying value of the Company's FCC licenses to somewhere in the range of $87 to $129 million at September 30, 2011 .
Inability to File 10-Q
As previously announced, FiberTower filed a Notification of Late Filing, or Form 12b-25, with the Securities and Exchange Commission with regard to its third quarter 2011 Form 10-Q report. This allowed the Company an additional five calendar days to file the Form 10-Q, which was otherwise due on November 9, 2011 , and which expired on November 14, 2011 . The Company continues to be unable to file its Form 10-Q for the quarter ended September 30, 2011 , as a result of its inability to quantify the impairment charges discussed above.
Notice from Nasdaq
FiberTower also announced that it received a letter from the Nasdaq Stock Market (Nasdaq) on November 15, 2011 stating that it failed to timely file its quarterly report on Form 10-Q for the period ended September 30, 2011 , and as a result, no longer complies with the rules required for continued listing on Nasdaq under Nasdaq Listing Rule 5250(c)(1). FiberTower was provided with an initial period of 60 calendar days during which to submit a plan to regain compliance, and if Nasdaq accepts FiberTower's plan, they may grant an extension of 180 calendar days, during which FiberTower can regain compliance. If FiberTower does not regain compliance, the Nasdaq staff will provide written notice that FiberTower's common stock is subject to delisting.
About FiberTower
FiberTower is a backhaul and access services provider focused primarily on the wireless carrier market. With its extensive spectrum footprint in 24 GHz and 39 GHz bands, carrier-class fiber and microwave networks in 13 major markets and master service agreements with nine U.S. wireless carriers, FiberTower is an alternative carrier for wireless backhaul. FiberTower also provides backhaul and access service to government and enterprise markets. For more information, please visit our website at www.fibertower.com.
Forward-Looking Statements
This news release includes "forward-looking'" statements, as that term is defined in the Private Securities Litigation Reform Act of 1995 or by the Securities and Exchange Commission, or SEC, in its rules, regulations and releases. Forward-looking statements relate to expectations, beliefs, projections, future plans and strategies, anticipated events or trends and similar expressions concerning matters that are not historical facts. These include statements regarding, among other things, our future financial performance and results of operations including our financial and business prospects, the determination of asset impairment charges for the quarterly period ended September 30, 2011 , our ability to file our third quarter report on Form 10-Q for the period ended September 30, 2011 in a timely fashion, the deployment of our services, capital requirements, financing prospects, planned capital expenditures, anticipated customer growth, expansion plans, and anticipated cash balances.
There are many risks, uncertainties and other factors that can prevent the achievement of goals or cause results to differ materially from those expressed or implied by these forward-looking statements. These include, among other things, negative cash flows and operating and net losses, additional liquidity requirements, potential loss of significant customers, downturns in the wireless communication industry, regulatory costs and restrictions, potential loss of FCC licenses, equipment supply disruptions and cost increases, competition from alternative backhaul service providers and technologies, along with those risk factors described in the company's Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q, as filed with the SEC.

16-Nov-2011

Material Impairments, Notice of Delisting or Failure to Satisfy a Continued Listi


ITEM 2.06 MATERIAL IMPAIRMENTS
In connection with the preparation of financial statements required to be included in FiberTower Corporation's quarterly report on Form 10-Q for the period ended September 30, 2011 (the "Form 10-Q"), FiberTower determined that material impairment charges relating to its long-lived assets and FCC licenses will be required under generally accepted accounting principles ("GAAP") as a result of events occurring in the quarter ended September 30, 2011. On November 7, 2011, the audit committee concluded that this impairment was required and would be disclosed in the Form 10-Q. Because the Form 10-Q was not filed on a timely basis on November 14, 2011, FiberTower is providing the disclosure in this report.

As a result of continued customer early service terminations experienced in the quarter ended September 30, 2011, the Company's decisions to limit investment in its legacy network, and the Company's estimates of future cash flows expected to be generated by its network as compared to its carrying value, FiberTower determined that its network equipment and construction-in-progress were impaired. Accordingly, during the third quarter of 2011, FiberTower conducted an evaluation to quantify the level of impairment. Although the Company has not been able to finalize the quantification of the impairment charges relating to its network equipment and construction-in-progress, the Company estimates the impairment charges for these assets, in order to reduce network equipment and construction-in-progress to their fair value and as calculated in accordance with GAAP, to be in the range of $150 to $170 million in the third quarter of 2011.

At December 31, 2010, and through June 30, 2011, FiberTower's FCC Licenses had a carrying value of $287.5 million. Changing patterns in customer demand that contributed to the early contract terminations discussed above indicated the potential for changes in the manner in which the Company's FCC license spectrum can be favorably deployed. Accordingly, during the third quarter of 2011, FiberTower conducted an assessment of the fair value of its FCC licenses and concluded that the fair value of its FCC licenses was less than its carrying value. Although the Company has not been able to finalize the quantification of the impairment charges relating to its FCC licenses, the Company estimates the impairment charges for these assets, as calculated in accordance with GAAP, to be in the range of $158 to $170 million in the third quarter of 2011, which would reduce the carrying value of the Company's FCC licenses to somewhere in the range of $87 to $129 million at September 30, 2011.

FiberTower does not expect that these impairment charges will result in future cash expenditures.



ITEM 3.01 NOTICE OF DELISTING OR FAILURE TO SATISFY A CONTINUED LISTING RULE OR STANDARD; TRANSFER OF LISTING.
On November 15, 2011, FiberTower issued a press release announcing that it received a letter from the Nasdaq Stock Market (Nasdaq) on November 15, 2011 stating that it failed to timely file its quarterly report on Form 10-Q for the period ended September 30, 2011, and as a result, no longer complies with the rules required for continued listing on Nasdaq under Nasdaq Listing Rule 5250(c)(1). FiberTower was provided with an initial period of 60 calendar days during which to submit a plan to regain compliance, and if Nasdaq accepts FiberTower's plan, they may grant an extension of 180 calendar days, during which FiberTower can regain compliance. If FiberTower does not regain compliance, the Nasdaq staff will provide written notice that FiberTower's common stock is subject to delisting.



ITEM 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.
(b) On November 14, 2011, Mr. John Kelly informed FiberTower of his decision to resign from FiberTower's board of directors effective immediately. Mr. John Kelly was Chairman of the Board of FiberTower and chairman of FiberTower's compensation committee. Also on November 14, 2011, Mr. Phil Kelley informed FiberTower Corporation of his decision to resign from FiberTower's board of directors effective immediately. On November 15, 2011, Mr. Randall Hack informed FiberTower Corporation of his decision to resign from FiberTower's board of directors effective immediately. Mr. John Kelly's, Mr. Phil Kelley's and Mr. Randall Hack's decisions to resign as a director were not due to any disagreements with FiberTower on any matter relating to FiberTower's operations, policies or practices.



ITEM 7.01 REGULATION FD DISCLOSURE
On November 16, 2011, FiberTower Corporation issued a press release announcing
(1) the resignation of three of its directors, Mr. John Kelly, Mr. Phil Kelley and Mr. Randall Hack, (2) that it had not filed its quarterly report on Form 10-Q for the quarter ended September 30, 2011, within the extension period resulting from its filing of a Form 12b-25 on November 9, 2011, (3) that it has concluded that material asset impairment charges are required under generally accepted accounting principles, (4) that it had received notice from Nasdaq that it is not in compliance with Nasdaq's continued listing requirements, and (5) that it had elected not to make the $1.3 million semi-annual interest payment due on November 15, 2011, with respect to its 9.00% Convertible Senior Secured Notes Due 2012 (CUSIP Nos. 31567RAA8 and 31567RAC4) (the "2012 Notes"). The indenture governing the 2012 Notes provides that the failure to make such payment constitutes an event of default after a 30-day cure period. This missed interest payment will not trigger any significant cross-default provisions associated with other outstanding FiberTower debt prior to the expiration of the cure period. During such cure period, FiberTower will continue to evaluate different options to manage its debt load. A copy of the press release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.



ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits

SAN FRANCISCO , Nov. 16, 2011 /PRNewswire/ -- FiberTower Corporation (NASDAQ: FTWR - News), a wireless backhaul services provider, announced today that it has reduced its workforce approximately 40%, and has halted all capital and project related spending in an effort to conserve existing liquidity. Remaining staff will be focused on maintaining the Company's network and day-to-day operations as management makes decisions about future actions.
About FiberTower
FiberTower is a backhaul and access services provider focused primarily on the wireless carrier market. With its extensive spectrum footprint in 24 GHz and 39 GHz bands, carrier-class fiber and microwave networks in 13 major markets and master service agreements with nine U.S. wireless carriers, FiberTower is an alternative carrier for wireless backhaul. FiberTower also provides backhaul and access service to government and enterprise markets. For more information, please visit our website at www.fibertower.com.
Forward-Looking Statements
This news release includes "forward-looking'" statements, as that term is defined in the Private Securities Litigation Reform Act of 1995 or by the Securities and Exchange Commission, or SEC, in its rules, regulations and releases. Forward-looking statements relate to expectations, beliefs, projections, future plans and strategies, anticipated events or trends and similar expressions concerning matters that are not historical facts. These include statements regarding, among other things, our future financial performance and results of operations including our financial and business prospects, the determination of asset impairment charges for the quarterly period ended September 30, 2011 , our ability to file our third quarter report on Form 10-Q for the period ended September 30, 2011 in a timely fashion, the deployment of our services, capital requirements, financing prospects, planned capital expenditures, anticipated customer growth, expansion plans, and anticipated cash balances.
There are many risks, uncertainties and other factors that can prevent the achievement of goals or cause results to differ materially from those expressed or implied by these forward-looking statements. These include, among other things, negative cash flows and operating and net losses, additional liquidity requirements, potential loss of significant customers, downturns in the wireless communication industry, regulatory costs and restrictions, potential loss of FCC licenses, equipment supply disruptions and cost increases, competition from alternative backhaul service providers and technologies, along with those risk factors described in the company's Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q, as filed with the SEC.

17-Nov-2011

Regulation FD Disclosure, Financial Statements and Exhibits


ITEM 7.01 REGULATION FD DISCLOSURE
On November 16, 2011, FiberTower Corporation issued a press release announcing a reduction in its workforce. A copy of the press release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.



ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits

Exhibit
Number Description

99.1 Press release dated November 16, 2011.

http://www.cnbc.com/id/45555699?__so...t%7C&par=yahoo

Published: Monday, 5 Dec 2011 | 1:22 PM ET By: Robert Holmes
Senior Writer


Small-cap stocks are set to close out 2011 with big losses, but some companies trading under $5, such as TeamStaff and Majesco Entertainment, have more than tripled.

After a two-year bull market that followed the 2008 financial crisis, small-caps have been brutalized. The Russell 2000 index, a measure of share performance for smaller companies, is down more than 14 percent since the end of April.

Investors have become more risk-averse and have sought safety in dividend-paying, large-cap stocks, U.S. Treasury bonds and even cash. The flight to safety has been torrential, especially as the debt crisis in Europe worsens.

Overall, the Russell 2000 index has dropped 6 percent this year, while the S&P 500, which holds the companies with the largest market values, is down a fraction of a percent. At the same time, the yield on the 10-year U.S. Treasury has dwindled from 3.3 percent to 2 percent.

Gold has also been a hideout for investors. The precious metal has jumped from about $1,400 an ounce at the end of 2010 to above $1,700 an ounce.

Still, many inexpensive stocks have generated huge returns for lucky stock pickers. In November, amid fears the entire eurozone region would crumble under the weight of its debt, stocks like Pacific Ethanol [PEIX 1.37 -0.12 (-8.05%) ] and Spanish Broadcasting System [SBSA 2.31 -0.10 (-4.15%) ] more than doubled.

But given the volatility in the equity market, investors must be careful in searching out small-cap stocks worth the risk, as fortunes can be lost with one bad trade. For example, American Airlines parent AMR Corp. [AMR 0.4215 0.034 (+8.77%) ] dropped more than 87 percent last month on its bankruptcy announcement, while FiberTower [FTWR 0.29 0.14 (+93.33%) ] and Delta Petroleum [DPTR 0.5597 -0.0004 (-0.07%) ] each sank 70 percent.

Some small-cap winners have doubled and, in some cases, tripled and quadrupled this year.

The following details the best-performing stocks under $5 this year on the New York Stock Exchange, Nasdaq and NYSE Amex, ranked by total return in 2011.

5. Vical

Company Profile: Vical develops gene-based treatments for cancer and infectious disease vaccines using DNA technology and proprietary lipids.

Vical's [VICL 4.63 -0.06 (-1.28%) ] stock has had an up-and-down 2011, beginning the year at $2 before spiking above $5 in July after the company signed an exclusive license contract with Astrellas Pharma for the commercialization of TransVax, Vical's therapeutic vaccine designed to control cytomegalovirus reactivation in transplant recipients.

By October, shares of Vical slipped below $3 before jumping back above $4 in November after the company reported third-quarter earnings results, which included $25 million in licensing revenue from TransVax.

Share Price: $4.59 (Dec. 2) 2011 Total Return: 127 percent. Analyst Ratings: Vical has the most coverage of any stock on the list with nine analysts following the company. Six say the stock is a "buy" while the other three suggest that investors hold onto shares.

The average price target of $7.20 is about 57 percent above current levels.


RELATED LINKS
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TheStreet Ratings has a "hold" rating on Vical, noting that the company's "robust revenue growth, largely solid financial position with reasonable debt levels by most measures and solid stock price performance" is counterbalanced by disappointing return on equity.

4. Interphase

Company Profile: Interphase is a telecom-equipment maker. The company provides services for LTE and WiMAX, interworking gateways, packet processing, network connectivity and security for key applications.

Interphase [INPH 4.36 -0.06 (-1.36%) ] shares more than doubled on Feb. 11, a day after the company reported fourth-quarter financial results. The company said revenue in the quarter jumped 24 percent to $5.8 million as it swung to a quarterly profit. The stock hit a high of $7.59 in March but has been steadily pulling back since.

Share Price: $4.59 (Dec. 2) 2011 Total Return: 155 percent. Analyst Ratings: There are no research firms covering Interphase currently. TheStreet Ratings has a "sell" rating on the stock, which it has maintained since downgrading the stock from "hold" in July 2009.

The latest report says Interphase's primary weakness is "feeble growth in its earnings per share."

3. Adolor Corp.

Company Profile: Adolor develops new products and delivers advanced pain and pain-management therapies.

Adolor [ADLR 4.65 0.05 (+1.09%) ] wouldn't make the list of best-performing stocks under $5 this year if it weren't for a takeover bid in October from Cubist Pharmaceuticals [CBST 38.25 0.15 (+0.39%) ], which will buy the company in a $415 million deal.

Share Price: $4.69 (Dec. 2) 2011 Total Return: 287 percent. Analyst Ratings: As Adolor is an acquisition waiting to happen, the analysts following the stock are split over what investors should do.

Three say the stock is still a "buy" while the other two researchers following Adolor say investors should hold onto shares.

TheStreet Ratings has a "sell" rating on Adolor shares, saying that "the company's primary weakness has been its disappointing return on equity."

2. Majesco Entertainment

Company Profile: Majesco Entertainment makes video games mainly for the family-oriented, mass-market consumer.

Majesco's [COOL 3.02 -0.06 (-1.95%) ]run this year started in January when the company announced it had shipped more than 500,000 copies of its Zumba Fitness video game for the Wii, Xbox 360 and PlayStation 3.

Later that month, the company announced it regained compliance with the Nasdaq's minimum bid price requirement for continued listing.

In early March, shares of Majesco climbed higher after the company posted better-than-expected fiscal first-quarter financial results, with revenue jumping to $48.5 million from $29.2 million in the same period a year earlier.

In June, Majesco upped its full-year revenue outlook as it expects to ship 17 new games this year across platforms like the Xbox Kinect, Facebook, Nintendo's 3DS and Apple's iPhone.

Share Price: $3.10 (Dec. 2) 2011 Total Return: 303 percent. Analyst Ratings: Majesco garners three "buy" ratings from Needham & Co., Northland Securities and Sidoti & Co. Majesco also receives a "neutral" rating from Wedbush. The average price target of $4.42 is 42 percent above current levels.

TheStreet Ratings has a "buy" recommendation on Majesco Entertainment after upgrading the stock in October.

While TheStreet Ratings says the company has some minor weaknesses, the report lauds the company's "robust revenue growth, largely solid financial position with reasonable debt levels by most measures, notable return on equity, solid stock price performance and impressive record of earnings per share growth."

1. TeamStaff Company Profile: TeamStaff is a staffing provider specializing in health-care, logistical, information-technology and office administration personnel.

Shares of TeamStaff [TSTF 2.23 -0.16 (-6.69%) ] initially popped in May after the company was chosen as the single source for integrated medical support for the Department of Veterans Affairs' Consolidated Mail Outpatient Pharmacy program, an award that carries a total maximum value of $140 million.

The company has also been awarded other contracts, including the Navy SeaPort-e "prime" contract in July, which allows TeamStaff access to bid on $5.3 billion of services via task orders issued under the SeaPort-e program.

Share Price: $2.09 (Dec. 2) 2011 Total Return: 310 percent. Analyst Ratings: No Wall Street research analysts follow TeamStaff.