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) February 3, 2010
BRIGHTPOINT, INC.
(Exact Name of Registrant as Specified in Its Charter)
Indiana
(State or Other Jurisdiction of Incorporation)
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1-12845
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35-1778566 |
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(Commission File Number)
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(IRS Employer Identification No.) |
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7365 Interactive Way, Suite 200, Indianapolis, IN
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46278 |
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(Address of Principal Executive Offices)
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(Zip Code) |
(317) 707-2355
(Registrants Telephone Number, Including Area Code)
(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):
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 February 3, 2010, Brightpoint, Inc. (the Company) issued a press release announcing its
financial results for the fourth quarter and fiscal year ended December 31, 2009.
In the release, the Company has provided income from continuing operations and income from
continuing operations per share on both a U.S. GAAP basis and on an as adjusted non-GAAP basis
because the Companys management believes it provides meaningful information to investors. Among
other things, it may assist investors in evaluating the Companys on-going operations. Adjustments
to earnings per share from continuing operations generally include certain non-cash charges such as
stock based compensation and amortization of acquired finite lived intangible assets as well as
other items that are considered to be unusual or infrequent in nature such as goodwill impairment
charges and restructuring charges. The specific items excluded with respect to the Companys
fourth quarter non-GAAP income from continuing operations per share are stock-based compensation
expense, amortization expense, restructuring charge, gain on indemnification settlement and certain
discrete tax items. The Company considers these items unrelated to its core operating performance,
and believes that use of this non-GAAP measure allows comparison of operating results that are
consistent over time. Non-GAAP income from continuing operations per share is calculated by
dividing non-GAAP income from continuing operations by non-GAAP weighted average common shares
outstanding (diluted). For purposes of calculating non-GAAP income from continuing operations per
share, the Company adds back certain shares presumed to be repurchased under the U.S. GAAP treasury
stock method related to stock based compensation expense. The Company believes these non-GAAP
disclosures provide important supplemental information to management and investors regarding
financial and business trends relating to the Companys financial condition and results of
operations. Management uses these non-GAAP measures internally to evaluate the performance of the
business and to evaluate results relative to incentive compensation targets for certain employees.
Investors should consider non-GAAP measures in addition to, not as a substitute for, or as superior
to measures of financial performance prepared in accordance with U.S. GAAP.
The Non-GAAP adjustments for the three months and year ended December 31, 2009 and December 31,
2008 are set forth in the press release, which is attached hereto as
Exhibit 99.1 and incorporated herein by reference. The press release shall not be deemed incorporated
by reference into any registration statement heretofore or hereafter filed under the Securities Act
of 1933, as amended, nor shall it be treated as filed for purposes of the Securities Exchange Act
of 1934, as amended.
ITEM 9.01 Financial Statements and Exhibits.
(d) Exhibits.
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99.1 |
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Press Release of Brightpoint, Inc. regarding Fourth Quarter and Year Ended 2009
Financial Results dated February 3, 2010. |
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 thereunto duly authorized.
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BRIGHTPOINT, INC.
(Registrant)
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By: |
/s/ Anthony W. Boor
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Anthony W. Boor |
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Executive Vice President, Chief Financial Officer and Treasurer |
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Date: February 3, 2010