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
July 28, 2010
Date of Report
AVERY DENNISON CORPORATION
(Exact name of registrant as specified in its charter)
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| Delaware
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1 -7685
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95-1492269 |
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| (State or other jurisdiction
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(Commission
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(IRS Employer |
| of incorporation)
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File Number)
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Identification No.) |
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| 150 North Orange Grove Boulevard |
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| Pasadena, California
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91103 |
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| (Address of principal executive offices)
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(Zip Code) |
Registrant’s telephone number, including area code (626) 304-2000
(Former name or former address, if changed since last report.)
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 (see General Instruction
A.2. below):
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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)) |
TABLE OF CONTENTS
Section 2 — Financial Information
Item 2.02 Results of Operations and Financial Condition.
Avery Dennison Corporation’s (the “Company”) news release dated July 28, 2010, regarding its
preliminary, unaudited financial results for the second quarter of 2010, including its guidance for
the 2010 fiscal year, is attached hereto as Exhibit 99.1, which is being furnished (not
filed) under this Form 8-K. Additionally, the Company will discuss its preliminary financial
results during a webcast and teleconference call today at 1:00 p.m (ET). To access the webcast and
teleconference call, please go to the Company’s web site at
http://www.investors.averydennison.com.
Avery Dennison Corporation’s presentation dated July 28, 2010, regarding its preliminary financial
review and analysis for the second quarter of 2010, including its guidance for the 2010 fiscal
year, is attached hereto as Exhibit 99.2, which is being furnished (not filed) under
this Form 8-K. Additionally, this information is available on the Company’s web site at
http://www.investors.averydennison.com.
Section 9 — Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| 99.1 |
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News release dated July 28, 2010. |
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| 99.2 |
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Presentation dated July 28, 2010. |
SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS
Certain statements contained in this report on Form 8-K and in Exhibit 99.1 and Exhibit 99.2 are
“forward-looking statements” intended to qualify for the safe harbor from liability established by
the Private Securities Litigation Reform Act of 1995. Such forward-looking statements and
financial or other business targets are subject to certain risks and uncertainties. Actual results
and trends may differ materially from historical or anticipated results depending on a variety of
factors, including but not limited to risks and uncertainties relating to investment in development
activities and new production facilities; fluctuations in cost and availability of raw materials;
ability of the Company to achieve and sustain targeted cost reductions; ability of the Company to
generate sustained productivity improvement; successful integration of acquisitions; successful
implementation of new manufacturing technologies and installation of manufacturing equipment;
disruptions in information technology systems; successful installation of new or upgraded
information technology systems; the financial condition and inventory strategies of customers;
customer and supplier concentrations; changes in customer order patterns; loss of significant
contract(s) or customer(s); timely development and market acceptance of new products; fluctuations
in demand affecting sales to customers; collection of receivables from customers; impact of
competitive products and pricing; selling prices; business mix shift; volatility of capital and
credit markets; impairment of capitalized assets, including goodwill and other intangibles; credit
risks; ability of the Company to obtain adequate financing arrangements and to maintain access to
capital; fluctuations in interest and tax rates; fluctuations in pension, insurance and employee
benefit costs; impact of legal proceedings; changes in tax laws and regulations; changes in
governmental regulations; changes in political conditions; fluctuations in foreign currency
exchange rates and other risks associated with foreign operations; worldwide and local economic
conditions; impact of epidemiological events on the economy and the Company’s customers and
suppliers; acts of war, terrorism, and natural disasters; and other factors.
The Company believes that the most significant risk factors that could affect its financial
performance in the near-term include (1) the impact of economic conditions on underlying demand for
the Company’s products and on the carrying value of its assets; (2) the impact of competitors’
actions, including pricing, expansion in key markets, and product offerings; (3) the degree to
which higher costs can be offset with productivity measures and/or passed on to customers through
selling
price increases, without a significant loss of volume; and (4) the impact of changes in tax laws
and regulations throughout the world.
For a more detailed discussion of these and other factors, see Part I, Item 1A. “Risk Factors” and
Part II, Item 7. “Management’s Discussion and Analysis of Results of Operations and Financial
Condition” in the Company’s most recent Form 10-K, filed on March 1, 2010. The forward-looking
statements included in this Form 8-K are made only as of the date of this Form 8-K, and the Company
undertakes no obligation to update the forward-looking statements to reflect subsequent events or
circumstances.
The financial information presented in the news release and presentation, included as Exhibits to
this Current Report, represents preliminary, unaudited financial results.