form8-ka.htm
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K/A
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of
Report (Date of earliest event reported): March 14,
2008
SUPERIOR
INDUSTRIES INTERNATIONAL, INC.
(Exact
Name of Registrant as Specified in Its Charter)
California
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1-6615
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95-2594729
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(State
or Other Jurisdiction
of
Incorporation)
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(Commission
File Number)
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(IRS
Employer
Identification
No.)
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7800
Woodley Avenue
Van
Nuys, California
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91406
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(Address
of Principal Executive Offices)
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(Zip
Code)
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Registrant's
Telephone Number, Including Area Code: (818)
781-4973
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N/A
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(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:
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))
Explanatory
Note
On March
20, 2007, we filed a Form 8-K that contained Exhibit 99.1 – Press Release, dated
March 14, 2008, announcing the unaudited results of our operations for the
fourth quarter and year 2007, and Exhibit 99.2 – Transcript of Earnings
conference call held on the same day as the press release. On March
29, 2007, we determined that a tax benefit of $1.0 million included in our
fourth quarter and annual 2007 income tax provision should have been included in
the restatement of our 2006 operating results. Following the filing
of our 2007 Annual Report on Form 10-K on March 31, 2008, we issued a press
release revising our previously announced unaudited operating results for the
fourth quarter and year 2007 that included the correct income tax amounts for
each period. This amendment to our Form 8-K filed on March 20, 2008,
is solely for the purpose of furnishing a copy of our March 31, 2008 press
release, with revised unaudited operating results for the fourth quarter and
year 2007.
Item 2.02 Results of Operations and Financial
Condition
On March
31, 2008, we issued a press release revising our previously announced unaudited
results of our operations for the fourth quarter and year 2007. The
text of that announcement is attached as Exhibit 99.1. This exhibit
is incorporated herein by reference. In accordance with General
Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K,
including Exhibit 99.1, shall not be deemed to be "filed" for purposes of
Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange
Act"), or otherwise subject to the liabilities of that section, and shall not be
incorporated by reference into any registration statement or other document
filed under the Securities Act of 1933, as amended, or the Exchange Act, except
as shall be expressly set forth by specific reference in such
filings.
This Form
8-K contains statements that are forward-looking statements within the meaning
of the Private Securities Litigation Reform Act of 1995. These statements are
based on current expectations, estimates and projections about our business
based, in part, on assumptions made by management. These statements are not
guarantees of future performance and involve risks, uncertainties and
assumptions that are difficult to predict. Therefore, actual outcomes
and results may differ materially from what is expressed or forecasted in such
forward-looking statements due to numerous factors and risks discussed from time
to time in the our Securities and Exchange Commission filings and reports. In
addition, such statements could be affected by general industry and market
conditions and growth rates, and general domestic and international economic
conditions. Such forward-looking statements speak only as of the date on which
they are made and we do not undertake any obligation to update any
forward-looking statement to reflect events or circumstances after the date of
this release.
Item 9.01 Financial Statements and Exhibits
(d)
Exhibits
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99.1
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Press
release, dated March 31, 2008, as issued by Superior Industries
International, Inc. revising its unaudited results of operations for the
fourth quarter and full year of 2007.
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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 hereunto
duly authorized.
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SUPERIOR
INDUSTRIES INTERNATIONAL, INC.
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(Registrant)
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Date:
April 2, 2008
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/s/
Erika H. Turner
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Erika
H. Turner
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Chief
Financial Officer
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