- Current report filing (8-K)
February 02 2010 - 4:39PM
Edgar (US Regulatory)
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): February 2, 2010
PLANAR SYSTEMS, INC.
(Exact name of registrant as
specified in its charter)
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OREGON
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0-23018
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93-0835396
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(I.R.S. Employer
Identification No.)
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1195 NW Compton Drive
Beaverton, Oregon 97006
(503) 748-1100
(Address, including zip code, and telephone number,
including
area code, of registrants principal executive offices)
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:
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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))
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Item 2.02
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RESULTS OF OPERATIONS AND FINANCIAL CONDITION
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On February 2, 2010, Planar Systems, Inc. (the Company) issued a press release announcing its financial results for the quarter ended December 25, 2009, and its expectations
regarding certain financial results for the second, third and fourth quarters of fiscal 2010 (the Earnings Release). The Earnings Release contains forward-looking statements regarding the Company, and includes cautionary statements
identifying important factors that could cause actual results to differ materially from those anticipated. The Earnings Release is furnished herewith as Exhibit 99.1 to this Report, and shall not be deemed filed for purposes of Section 18
of the Exchange Act.
In addition to disclosing financial results calculated in accordance with U.S. generally accepted
accounting principles (GAAP), the Earnings Release contains non-GAAP financial measures that exclude the income statement effects of the acquisitions of Clarity Visual Systems and Runco International, share-based compensation and the
requirements of SFAS No. 123(R), Share-based Payment (123R). The non-GAAP financial measures also exclude impairment and restructuring charges, the amortization of intangible assets related to previous acquisitions,
various tax charges including the valuation allowance against deferred tax assets, and excludes the gain or loss on foreign currency due to the non-cash nature of the charge. The Earnings Release also contains a calculation of Non-GAAP earnings
before interest, taxes, depreciation, and amortization (Non-GAAP EBITDA), which excludes the effects of the Clarity and Runco acquisitions, share based compensation, and other adjustments. The non-GAAP financial measures disclosed by the Company
should not be considered a substitute for, or superior to, financial measures calculated in accordance with GAAP, and the financial results calculated in accordance with GAAP and reconciliations to those financial statements should be carefully
evaluated. The non-GAAP financial measures used by the Company may be calculated differently from, and therefore may not be comparable to, similarly titled measures used by other companies. The Company has provided reconciliations of the non-GAAP
financial measures to the most directly comparable GAAP financial measures.
Management uses the non-GAAP financial measures
for internal managerial purposes, including as a means to compare period-to-period results and as a means to evaluate the Companys results compared to those of other companies. In addition, management uses certain of these measures when
publicly providing forward-looking statements on expectations regarding future consolidated basis financial results. The Company discloses this information to the public to enable investors who wish to more easily assess the Companys
performance on the same basis applied by management.
Item 9.01.
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FINANCIAL STATEMENTS AND EXHIBITS
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99.1
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Press Release issued by Planar Systems, Inc. dated February 2, 2010.
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SIGNATURE
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 on February 2, 2010.
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PLANAR SYSTEMS, INC.
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(Registrant)
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By:
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/s/ S
TEPHEN
M.
G
OING
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Stephen M. Going,
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Vice President, General Counsel and Secretary
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