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): April 6, 2007
SIRVA,
INC.
(Exact name of registrant as specified in its charter)
Delaware |
|
001-31902 |
|
52-2070058 |
(State or other jurisdiction of |
|
(Commission File Number) |
|
(IRS Employer |
incorporation) |
|
|
|
Identification No.) |
700 Oakmont Lane
Westmont, Illinois 60559
(Address of principal executive offices, including zip code)
(Registrants telephone number, including area code): (630) 570-3000
Not Applicable
(Former name or former address, if changed from 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:
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 April 6, 2007, SIRVA, Inc. (SIRVA) issued a press release announcing, among other matters, preliminary financial results for the year ended December 31, 2006 (the Press Release), as required by certain covenants under SIRVAs outstanding senior secured credit facility (the Credit Facility). SIRVA is in the process of performing various closing procedures, as well as finalizing certain open items. The completion of these procedures could result in significant adjustments to the 2006 preliminary amounts reported in the Press Release. In addition, the 2006 preliminary amounts in the Press Release have not been subject to any review, audit or other procedures by any third party or independent registered accountants. Therefore, all 2006 results reported in the Press Release should be considered preliminary until SIRVA completes these procedures and files its quarterly reports on Form 10-Q for the quarters ended March 31, June 30 and September 30, 2006 and annual report on Form 10-K for the year ended December 31, 2006 (collectively, the Financial Reports). A copy of the Press Release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
The Press Release, in addition to discussing certain financial measures recognized under generally accepted accounting principles (GAAP), includes earnings before interest expense, taxes, depreciation and amortization (EBITDA) from continuing operations. This non-GAAP financial measure is provided as additional information for investors and is not in accordance with, or an alternative for, GAAP and may be different than measures used by other companies. SIRVAs management uses EBITDA for reviewing its financial results and for business planning and performance assessment. SIRVA believes that this presentation allows investors to evaluate the current operational and financial performance of SIRVAs business. A reconciliation of EBITDA from continuing operations to operating income from continuing operations, the most directly comparable GAAP measure, is included in the Press Release.
The information in this Item 2.02 and Exhibit 99.1 is being furnished under Item 2.02 and shall not be deemed to be filed for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), or incorporated by reference in any filing under the Securities Act of 1933, as amended (the Securities Act), or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 7.01 Regulation FD Disclosure.
On April 6, 2007, representatives of SIRVA delivered certain preliminary unaudited financial information about SIRVA to the current lenders under the Credit Facility. Such preliminary unaudited financial information comprised SIRVAs unaudited consolidated balance sheet as of December 31, 2006 and the related unaudited consolidated statements of income for the year ended December 31, 2006, each included in the Press Release attached hereto as Exhibit 99.1, and SIRVAs unaudited consolidated statements of cash flows for the year ended December 31, 2006 (the Preliminary Unaudited Financial Statements). A copy of the Preliminary Unaudited Financial Statements is attached hereto as Exhibit 99.2 and incorporated by reference herein.
As SIRVA publicly announced in the Press Release, it is in the process of performing various closing procedures, as well as finalizing certain open items. The completion of these
1
procedures could result in significant adjustments to the 2006 preliminary amounts reported in the Press Release and the Preliminary Unaudited Financial Statements. In addition, the 2006 preliminary amounts in the Press Release and the Preliminary Unaudited Financial Statements have not been subject to any review, audit or other procedures by any third party or independent registered accountants. Therefore, all 2006 results reported in the Press Release and the Preliminary Unaudited Financial Statements should be considered preliminary until SIRVA completes these procedures and files the Financial Reports.
The information in this Item 7.01 and Exhibit 99.2 is being furnished under Item 7.01 and shall not be deemed to be filed for the purposes of Section 18 of the Exchange Act, or incorporated by reference in any filing under the Securities Act, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
99.1 |
|
Press Release, dated April 6, 2007. |
|
|
|
99.2 |
|
SIRVAs Preliminary Unaudited Financial Statements, delivered on April 6, 2007, to SIRVAs current lenders under SIRVAs Credit Facility, furnished herewith. |
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.
SIRVA, INC. |
||
Date: April 6, 2007 |
|
|
|
|
|
|
By: |
/s/ J. Michael Kirksey |
|
Name: |
J. Michael Kirksey |
|
Title: |
Senior Vice President and Chief Financial |
|
|
Officer |
3
Exhibit Index
Exhibit |
|
Description |
|
|
|
|
|
||
99.1 |
|
Press Release, dated April 6, 2007. |
||
|
|
|
||
99.2 |
|
SIRVAs Preliminary Unaudited Financial Statements, delivered on April 6, 2007, to SIRVAs current lenders under SIRVAs Credit Facility, furnished herewith. |
4