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 2, 2011
(Exact name of registrant as specified in its charter)
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Indiana
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1-12845
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35-1778566 |
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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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7635 Interactive Way, Suite 200, Indianapolis, Indiana
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46278 |
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(Address of Principal Executive Offices)
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(Zip Code) |
Registrants telephone number, including area code (317) 707-2355
(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):
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o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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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 2, 2011, Brightpoint, Inc. (the Company) issued a press release announcing its
financial results for the fourth quarter and fiscal year ended December 31, 2010.
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 such as goodwill impairment charges and restructuring charges. 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. The specific items
excluded with respect to our fourth quarter non-GAAP income from continuing operations per share
are stock-based compensation expense, acquisition expense, amortization expense, restructuring
charge, legal expense, and certain discrete tax items. 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, we add back certain shares presumed to be repurchased under the
U.S. GAAP treasury stock method related to stock based compensation expense. We believe 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, 2010 and December 31,
2009 are set forth in the press release, which is attached hereto as Exhibit 99.1. 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.
Exhibits. The following exhibits are furnished herewith:
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Exhibit No. |
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Description |
99.1 |
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Press Release of Brightpoint, Inc. regarding Fourth Quarter and Year Ended 2010 Financial
Results dated February 2, 2011. |