UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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): October 3, 2007
TELEFLEX INCORPORATED
(Exact name of registrant as specified in its charter)
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Delaware
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1-5353
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23-1147939 |
(State or other jurisdiction of
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(Commission File Number)
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(I.R.S. employer identification no.) |
incorporation or organization)
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155 South Limerick Road,
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Limerick, Pennsylvania
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19468 |
(Address of principal executive offices)
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(Zip Code) |
Registrants telephone number, including area code: (610) 948-5100
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.
14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
Item 8.01. Other Events.
On June 29, 2007, Teleflex Incorporated (the Company) completed the sale of its Teleflex
Aerospace Manufacturing Group (TAMG). TAMG met the
criteria for reporting as discontinued
operations under Statement of Financial Accounting Standards (SFAS) no. 144, Accounting for the
Impairment or Disposal of Long-Lived Assets.
This Current Report on Form 8-K updates Items 6, 7 and 8 of the Companys Annual Report on Form
10-K for the fiscal year ended December 31, 2006 (the Form 10-K) to report TAMG as discontinued
operations pursuant to the requirements of SFAS No. 144 for the three years ended December 31,
2006, December 25, 2005 and December 26, 2004, including Managements Discussion and Analysis of
Financial Condition and Results of Operations. This presentation has no effect on the Companys
previously reported net earnings (see exhibit 99.1).
In compliance with SFAS No. 144, the Company has previously reported revenues, expenses and gains
(losses) on the disposition of TAMG as income from discontinued operations in the quarter and three
months ended April 1, 2007 and the quarter and six months ended July 1, 2007 (and the comparable
periods of the prior years) in its Quarterly Reports on Form 10-Q (the Form 10-Q). In addition to
reporting discontinued operations in the Statements of Income and Cash Flows the assets and
liabilities of TAMG have been reported as assets held for sale in accordance with SFAS No. 144 in
the Companys balance sheets as of April 1, 2007 and July 1, 2007 also included in the Form 10-Qs.
In accordance with SFAS No. 144, retroactive reclassification of the assets as held for sale at the
balance sheet date is not required. Accordingly no adjustments for assets held for sale have been
made to the balance sheets for December 31, 2006 and December 25, 2005 as originally reported in
the Form 10-K and also presented herein.
All other items of the Form 10-K not presented herein remain unchanged. The Company has not updated
matters in the Form 10-K except to the extent expressly provided above.
Set forth in Exhibit 99.1 attached hereto are updated consolidated financial statements and
selected financial information with respect to the operations of the Company for the years
presented in the Form 10-K.
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Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
23.1 |
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Consent of PricewaterhouseCoopers LLP, Independent Registered Public Accounting Firm |
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99.1 |
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Updated Item 6. Selected Financial Data; Updated Item 7. Managements Discussion and Analysis
of Financial Condition and Results of Operations; Updated Item 8. Financial Statements and
Supplementary Data. |
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, thereunto duly authorized.
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TELEFLEX INCORPORATED |
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By:
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/s/ Jeffrey P. Black
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Jeffrey P. Black |
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Chairman and Chief Executive Officer |
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(Principal Executive Officer) |
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By:
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/s/ Kevin K. Gordon
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Kevin K. Gordon |
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Executive Vice President and Chief Financial Officer |
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(Principal Financial Officer) |
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By:
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/s/ CHARLES E. WILLIAMS
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Charles E. Williams |
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Corporate Controller and Chief Accounting Officer |
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(Principal Accounting Officer) |
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