UNITED STATES
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): November 19, 2009
ADC TELECOMMUNICATIONS, INC.
(Exact name of registrant as specified in its charter)
| |
|
|
|
|
| Minnesota
|
|
0-1424
|
|
41-0743912 |
| (State or other jurisdiction of incorporation)
|
|
(Commission File Number)
|
|
(I.R.S. Employer Identification No.) |
13625 Technology Drive, Eden Prairie, Minnesota 55344
(Address of principal executive offices, including zip code)
(952) 938-8080
(Registrant’s telephone number, including area code)
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
As previously announced in a report on Form 8-K we filed on July 25, 2008, our board of
directors approved a change in our fiscal year end from October 31st to September 30th commencing
with our 2009 fiscal year. As a result our 2009 fiscal year was shortened from 12 months to 11
months and the fourth quarter of our 2009 fiscal year was shortened from 3 months to 2 months.
Both of those periods ended on September 30, 2009. Fiscal years after 2009 also will end on
September 30th.
On August 19, 2009 and September 4, 2009, we furnished certain unaudited pro forma financial
information on reports on Form 8-K so our shareholders and other stakeholders could more easily
compare future financial results that will be reported on our new quarterly reporting cycle to
prior comparable periods. We are now furnishing additional pro forma financial information with
this report on Form 8-K. It updates the information previously provided to include unaudited pro
forma financial information for the three-month period ended September 30, 2009.
Historically, we have recorded certain normal, recurring adjustments only on a quarterly
basis. As a result, the exhibits furnished with this report, which are restated based on our new
fiscal year end, do not include all of the information required by U.S. generally accepted
accounting principles for complete financial statements. In addition, this report contains certain
non-GAAP financial measures. We use a number of different financial measures, both GAAP and
non-GAAP, in analyzing and assessing our overall business performance, for making operating
decisions, and for forecasting and planning future periods. More information on our use of non-GAAP
financial measures is described in the exhibits to this report.
All of the information included in this report and in the related exhibits is furnished. None
of this information shall be deemed to be “filed” for the purposes of Section 18 of the Securities
Exchange Act of 1934 (“Exchange Act”) or otherwise subject to the liabilities of that section,
unless we specifically incorporate it by reference in a document filed under the Securities Act of
1933 or the Exchange Act. By furnishing this information, we make no admission as to the
materiality of any information in this report, including, but not limited to, information included
in the exhibits to this report. None of the financial information included in this report was
audited or subjected to a review by our independent public accountants.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
99.1 — Pro forma historical financials for ADC Telecommunications based on our new fiscal year.