- Current report filing (8-K)
May 07 2010 - 8:04AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON,
DC 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):
May 7, 2010
Generac
Holdings Inc.
(Exact name of
registrant as specified in its charter)
Delaware
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001-34627
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20-5654756
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(State or other
jurisdiction
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(Commission
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(IRS Employer
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of
incorporation)
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File Number)
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Identification
No.)
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S45
W29290 Hwy. 59
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Waukesha,
Wisconsin
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53187
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(Address of
principal executive offices)
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(Zip Code)
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(262)
544-4811
(Registrants
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
2.02 Results of Operations
and Financial Condition
On May 7, 2010,
Generac Holdings Inc. (the Company, we, us or our) issued a press
release (the Earnings Release) announcing its financial results for the first
quarter of fiscal year 2010. A copy of the Earnings Release is attached hereto
as Exhibit 99.1 and is incorporated herein by reference.
The information contained
in this Current Report on Form 8-K (including the exhibits) is being
furnished and shall not be deemed filed for the 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. The information contained
in this Current Report on Form 8-K shall not be incorporated by reference
into any registration statement or other document pursuant to the Securities
Act of 1933, as amended, or the Exchange Act, except as shall be expressly set
forth by specific reference in any such filing.
Discussion
of Non-GAAP Financial Measures
In the Earnings Release,
we present certain financial information, specifically Adjusted EBITDA and
Non-GAAP Adjusted net income (loss), which are not in accordance with generally
accepted accounting principles, or U.S. GAAP. We present Adjusted EBITDA and
Non-GAAP Adjusted net income (loss) in the Earnings Release because these
metrics assist us in comparing our performance across reporting periods on a
consistent basis by excluding items that we do not believe are indicative of
our core operating performance. Our management uses Adjusted EBITDA and
Non-GAAP Adjusted net income (loss):
·
for planning purposes, including the preparation of our annual
operating budget and developing and refining our internal projections for
future periods;
·
to evaluate the effectiveness of our business strategies and as a
supplemental tool in evaluating our performance against our budget for each
period; and
·
in communications with our board of directors and investors concerning
our financial performance.
We also use Adjusted
EBITDA as a benchmark for the determination of the bonus component of
compensation for our senior executives under our management incentive plans.
We believe that the
disclosure of Adjusted EBITDA and Non-GAAP Adjusted net income (loss) offers
additional financial metrics which, when coupled with U.S. GAAP results and the
reconciliation to U.S. GAAP results, provide a more complete understanding of
our results of operations and the factors and trends affecting our business for
securities analysts, investors and other interested parties in the evaluation
of our company. We believe Adjusted EBITDA and Non-GAAP Adjusted net income
(loss) are useful to investors for the following reasons:
·
Adjusted EBITDA, Non-GAAP Adjusted net income (loss) and similar
non-GAAP measures are widely used by investors to measure a companys operating
performance without regard to items that can vary substantially from company to
company depending upon financing and accounting methods, book values of assets,
tax jurisdictions, capital structures and the methods by which assets were
acquired; and
·
by comparing our Adjusted EBITDA and Non-GAAP Adjusted net income
(loss) in different historical periods, our investors can evaluate our
operating performance excluding the impact of certain items.
Item
9.01 Financial Statements
and Exhibits
(d)
Exhibit No.
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Description
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99.1
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Press Release, dated
May 7, 2010.
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2
SIGNATURES
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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GENERAC HOLDINGS INC.
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/s/ York Ragen
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Name: York Ragen
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Date: May 7, 2010
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Title: Chief
Financial Officer
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3
EXHIBIT
INDEX
99.1
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Press Release, dated
May 7, 2010.
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4
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