SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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): February 1, 2006
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| FORRESTER RESEARCH, INC. |
| (Exact Name of Registrant Specified in Charter) |
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| Delaware |
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000-21433 |
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04-2797789 |
(State or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.) |
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| 400 Technology Square, Cambridge, Massachusetts |
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02139 |
| (Address of Principal Executive Offices)
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(Zip Code) |
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Registrant’s telephone number, including area code: (617) 613-6000
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| N/A |
| (Former Name or Former Address, if Changed Since Last Report) |
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy
the filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c)) |
Page 1 of 5
Exhibit Index appears on Page 4
TABLE OF CONTENTS
ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
The information contained in this current report on Form 8-K is furnished
pursuant to Item 2.02 of Form 8-K “Results of Operations and Financial
Condition”. This information and the exhibits hereto are being furnished and
shall not be deemed to be “filed” for the purposes of Section 18 of, or
otherwise regarded as filed under, the Securities Exchange Act of 1934, as
amended. The information contained in this report shall not be incorporated by
reference into any filing of Forrester Research, Inc. with the SEC, whether made
before or after the date hereof, regardless of any general incorporation
language in such filings.
On February 1, 2006, Forrester Research, Inc. issued a press release
announcing its financial results for the year ended December 31, 2005, the
full text of which is attached hereto as Exhibit 99.1.
Forrester believes that pro forma financial results provide investors with
consistent and comparable information to aid in the understanding of Forrester’s
ongoing business. Our pro forma presentation excludes the following:
Amortization of acquisition-related intangibles — we exclude the non-cash
effect of the amortization of acquisition-related intangibles from our pro forma
results in order to more consistently present our ongoing results of operations.
Impairments of and gains related to non-marketable securities and gains from sales of
marketable securities — we have consistently excluded both one-time gains and one-time write-offs
related to our investments in non-marketable securities and sales of marketable securities from our
pro forma results in order to keep quarter over quarter and year over year comparisons consistent.
Reorganization costs — we exclude reorganization costs in order to present a consistent basis
for quarter over quarter and year over year comparisons and to more consistently present
our results of operations.
Non-cash stock-based compensation expense – we exclude the stock-based compensation impact of
APB Opinion 25 and SFAS 123R from our pro forma results in order to keep quarter over quarter and
year over year comparisons consistent.
However, these measures should be considered in addition to, not as a
substitute for, or superior to, operating income or other measures of financial
performance prepared in accordance with generally accepted accounting principles
as more fully discussed in our financial statements and filings with
the Securities and Exchange Commission.
ITEM 9.01 Financial Statements and Exhibits
99.1 Press Release dated February 1, 2006
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