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) July 13, 2009
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):
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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)) |
TABLE OF CONTENTS
ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
On
July 13, 2009, Brightpoint, Inc. (the Company) issued a press
release announcing preliminary estimates of its
financial results for the quarter ended June 30, 2009.
In these
preliminary estimates the Company has provided income from continuing operations and earnings 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 our preliminary second quarter estimates of
non-GAAP income from continuing operations per share are estimated stock-based compensation
expense, estimated amortization expense and estimated restructuring
charge.
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.
A copy of the press release is annexed as exhibit 99.1 to this Current Report on Form 8-K and 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
Exhibit 99.1 Press Release of Brightpoint, Inc. dated July 13, 2009