UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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): November 22, 2005
COMMODORE APPLIED TECHNOLOGIES, INC.
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(Exact name of registrant as specified in its charter)
DELAWARE 1-11871 11-3312952
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(State or other (Commission (I.R.S. Employer
jurisdiction File Number) Identification No.)
of incorporation)
150 East 58th Street, Suite 3238 10155
New York, New York
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (212) 308-5800
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(Former Name or Former Address, if Changed Since Last Report)
CURRENT REPORT ON FORM 8-K
COMMODORE APPLIED TECHNOLOGIES, INC.
November 28, 2005
ITEM 7.01 REGULATION FD DISCLOSURE
On November 22, 2005, Commodore Applied Technologies, Inc. (the
"Company") issued a press release announcing its 2005 3rd Quarter earnings.
The Company also announced that it recognized an accrual accounting
issue that our independent auditors brought to its attention within the last two
weeks. After further research and discussion with the Company's independent
auditors, the Company determined that the embedded conversion features
associated with the New Shaar Convertible Note and the Series I Convertible
Preferred Stock issued April 12, 2005, qualified as derivatives in accordance
with EITF 00-19 and SFAS No. 133, thus requiring liability recognition and
marking the derivative to its fair value as of each reporting date (each
quarter). The Company further stated that its management has taken immediate
steps to accurately record and disclose this liability and is in the process of
eliminating the liability from the Company in the future.
A copy of the press release is furnished as Exhibit 99.1.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits.
99.1 Press Release dated November 22, 2005.
The information contained in this report is being furnished pursuant to
Item 7.01, Regulation FD Disclosure, and Item 9.01, Financial Statements and
Exhibits.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this Current Report to be signed on its behalf by
the undersigned thereunto duly authorized.
COMMODORE APPLIED TECHNOLOGIES, INC.
Date: November 28, 2005 By: /s/ James M. DeAngelis
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James M. DeAngelis
Senior Vice President and
Chief Financial Officer
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EXHIBIT INDEX
Exhibit No.
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99.1 Press Release dated November 22, 2005 issued by
Commodore Applied Technologies, Inc.
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