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 fiscal year 2009. As a result our fiscal year
2009 will be shortened from 12 months to 11 months and our fourth quarter of
fiscal year 2009 will be shortened from 3 months to 2 months, both periods
ending on September 30th, 2009. Fiscal years subsequent to 2009 also will end on
September 30th.
Commencing with our report on Form 10-K for fiscal year 2009 we will file
periodic reports on Form 10-Q and Form 10-K that correspond to our new quarterly
reporting cycle based on a September 30th fiscal year end. Our fiscal 2009
report on Form 10-K will be our transition report to this new cycle. The
transition report includes certain required financial information for prior
periods that corresponds to our new fiscal year end. Specifically, in addition
to other financial information, our report on Form 10-K will be required to
include unaudited consolidated statements of operations and cash flows for the
11 month period ended September 30, 2008.
We are furnishing the information contained in this report on Form 8-K primarily
because certain shareholders and other stakeholders requested that we provide
financial information beyond what is required in our transition report on Form
10-K so they can more easily compare future financial results that will be
reported on our new quarterly reporting cycle to prior comparable periods. In
addition, these stakeholders have informed us that they believe the furnishing
of this information will provide a better understanding of the results we will
announce for both our 2009 fiscal fourth quarter and full fiscal year, each of
which will be shorter than normal.
Due to the previously announced change in fiscal year end, our fourth fiscal
quarter of 2009 will consist of the fiscal months of August and September and
last approximately 42 working days. In comparison, the previously reported
results of the fiscal fourth quarters of fiscal 2007 and fiscal 2008 lasted
62 days and 64 days respectively. In addition, the Statements of Operations
furnished with this report on Form 8-K for the approximately 2 month periods
ended September 26, 2008 and September 28, 2007 both consisted of 39 working
days.
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 Proforma historical financials for ADC Telecommunications based on new
fiscal year.
